COLLECTIVE BARGAINING AGREEMENT

COLLECTIVE

BARGAINING

AGREEMENT

MARCH 15, 2020

TABLE OF CONTENTS

PREAMBLE ......................................................................................................... xvi

ARTICLE 1 DEFINITIONS .................................................................................. 1

ARTICLE 2 GOVERNING AGREEMENT .......................................................... 5

Section 1. Conflicts ................................................................................................................... 5

Section 2. Implementation ....................................................................................................... 5

Section 3. Management Rights ................................................................................................ 5

Section 4. Scope of Agreement ............................................................................................... 5

Section 5. Rounding .................................................................................................................. 5

ARTICLE 3 NO STRIKE/LOCKOUT/SUIT ....................................................... 7

Section 1. No Strike/Lockout ................................................................................................. 7

Section 2. No Suit ...................................................................................................................... 7

Section 3. Releases and Covenants Not to Sue ..................................................................... 7

ARTICLE 4 NFL PLAYER CONTRACT .............................................................. 9

Section 1. Form .......................................................................................................................... 9

Section 2. Term .......................................................................................................................... 9

Section 3. Changes .................................................................................................................... 9

Section 4. Conformity ............................................................................................................... 9

Section 5. Notices, Prohibitions, etc. .................................................................................... 10

Section 6. Commissioner Disapproval ................................................................................. 11

Section 7. NFLPA Group Licensing Program .................................................................... 11

Section 8. Good Faith Negotiation ....................................................................................... 11

Section 9. Forfeiture of Salary ............................................................................................... 12

Section 10. Return of Advanced Paragraph 5 Salary .......................................................... 15

ARTICLE 5 OPTION CLAUSES ......................................................................... 16

Section 1. Prohibition ............................................................................................................. 16

ARTICLE 6 COLLEGE DRAFT .......................................................................... 17

Section 1. Time of Draft ........................................................................................................ 17

Section 2. Number of Choices and Eligibility ..................................................................... 17

Section 3. Required Tender .................................................................................................... 17

Section 4. Signing of Drafted Rookies ................................................................................. 17

Section 5. Other Professional Teams ................................................................................... 18

Section 6. Return to College .................................................................................................. 19

Section 7. Assignment of Draft Rights ................................................................................. 19

Section 8. Subsequent Draft .................................................................................................. 19

Section 9. No Subsequent Draft ........................................................................................... 20

Section 10. Compensatory Draft Selections ........................................................................ 20

Section 11. Undrafted Rookies .............................................................................................. 20

Section 12. Notice of Signing: ............................................................................................... 20

ARTICLE 7 ROOKIE COMPENSATION AND ROOKIE

COMPENSATION POOL .................................................................................... 21

Section 1. Definitions.............................................................................................................. 21

Section 2. Operation ............................................................................................................... 24

Section 3. Rookie Contracts ................................................................................................... 27

Section 4. Proven Performance Escalator ........................................................................... 34

Section 5. Additional Terms .................................................................................................. 37

Section 6. Performance Incentives ....................................................................................... 39

Section 7. Fifth-Year Option for First Round Selections .................................................. 40

Section 8. Salary Cap Treatment ........................................................................................... 45

Section 9. Rookie Redistribution Fund ................................................................................ 45

ARTICLE 8 VETERANS WITH FEWER THAN THREE ACCRUED

SEASONS .............................................................................................................. 47

Section 1. Accrued Seasons Calculation ............................................................................... 47

Section 2. Negotiating Rights of Players with Fewer Than Three Accrued Seasons .... 47

ARTICLE 9 VETERAN FREE AGENCY ........................................................... 48

Section 1. Unrestricted Free Agents ..................................................................................... 48

Section 2. Restricted Free Agents ......................................................................................... 49

Section 3. Offer Sheet and Right of First Refusal Procedures ......................................... 53

Section 4. Expedited Arbitration ........................................................................................... 56

Section 5. Individually Negotiated Limitations on Player Movement ............................. 56

Section 6. Notices, Etc. .......................................................................................................... 57

ARTICLE 10 FRANCHISE AND TRANSITION PLAYERS ............................. 58

Section 1. Franchise Player Designations ............................................................................ 58

Section 2. Required Tender for Franchise Players .............................................................. 58

Section 3. Transition Player Designations ........................................................................... 60

Section 4. Required Tender for Transition Players ............................................................ 61

Section 5. Right of First Refusal for Transition Players .................................................... 62

Section 6. Lists ......................................................................................................................... 62

Section 7. Salary Information ................................................................................................ 62

Section 8. No Assignment ...................................................................................................... 62

Section 9. Franchise Player Designation Period ................................................................. 63

Section 10. Transition Player Designation Period .............................................................. 63

Section 11. Other Terms ........................................................................................................ 64

Section 12. Compensatory Draft Selection .......................................................................... 64

Section 13. Offer Sheets for Non-Exclusive Franchise and Transition Players ............ 64

Section 14. Signing Period for Transition Players .............................................................. 64

Section 15. Signing Period for Franchise Players ............................................................... 65

ARTICLE 11 TRANSITION RULES ................................................................... 67

Section 1. Applicability ........................................................................................................... 67

Section 2. Additional Salary Cap Room ............................................................................... 67

Section 3. Preexisting Contract Roster Provisions ............................................................. 67

Section 4. 2020 League Year Calendar ................................................................................. 68

ARTICLE 12 REVENUE ACCOUNTING AND CALCULATION OF THE

SALARY CAP ......................................................................................................... 69

iii

Section 1. All Revenues .......................................................................................................... 69

Section 2. Benefits ................................................................................................................... 84

Section 3. Accounting Reports & Projections .................................................................... 86

Section 4. Stadium Credit ....................................................................................................... 91

Section 5. Joint Contribution Amount ................................................................................. 93

Section 6. Calculation of the Player Cost Amount and Salary Cap .................................. 94

Section 7. [Omitted] .............................................................................................................. 100

Section 8. Guaranteed League-Wide Cash Spending ....................................................... 100

Section 9. Minimum Team Cash Spending ....................................................................... 100

Section 10. Additional AR Accounting Rules ................................................................... 101

ARTICLE 13 SALARY CAP ACCOUNTING RULES ........................................ 106

Section 1. Calculation of the Salary Cap ............................................................................ 106

Section 2. Application of the Salary Cap ............................................................................ 106

Section 3. Calculation of Salary and Team Salary ............................................................. 106

Section 4. Definition of “Salary” ......................................................................................... 106

Section 5. Computation of Team Salary ............................................................................ 106

Section 6. Valuation of Player Contracts ........................................................................... 108

Section 7. 30% Rules ............................................................................................................. 124

Section 8. Renegotiations and Extensions ......................................................................... 125

ARTICLE 14 ENFORCEMENT OF THE SALARY CAP AND ROOKIE

COMPENSATION POOL ................................................................................... 127

Section 1. Undisclosed Terms ............................................................................................. 127

Section 2. Circumvention ..................................................................................................... 127

Section 3. System Arbitrator Proceeding ........................................................................... 127

Section 4. Commissioner Disapproval ............................................................................... 127

Section 5. System Arbitrator Review .................................................................................. 127

Section 6. Sanctions ............................................................................................................... 128

Section 7. Revenue Circumvention ..................................................................................... 129

Section 8. NFL Audit Rights ............................................................................................... 129

Section 9. Prior Consultation ............................................................................................... 129

ARTICLE 15 SYSTEM ARBITRATOR ............................................................... 130

Section 1. Appointment ........................................................................................................ 130

Section 2. Scope of Authority .............................................................................................. 130

Section 3. Discovery .............................................................................................................. 130

Section 4. Compensation ...................................................................................................... 131

Section 5. Procedures ............................................................................................................ 131

Section 6. Selection of System Arbitrator .......................................................................... 131

Section 7. Selection of Appeals Panel ................................................................................. 132

Section 8. Procedure for Appeals ........................................................................................ 132

Section 9. Decision ................................................................................................................ 133

Section 10. Confidentiality ................................................................................................... 133

ARTICLE 16 IMPARTIAL ARBITRATOR ........................................................ 134

Section 1. Selection ................................................................................................................ 134

Section 2. Scope of Authority .............................................................................................. 134

Section 3. Effect of Rulings ................................................................................................. 134

Section 4. Discovery .............................................................................................................. 134

Section 5. Compensation of Impartial Arbitrator ............................................................. 134

Section 6. Procedures ............................................................................................................ 134

Section 7. Selection of Impartial Arbitrator....................................................................... 134

ARTICLE 17 ANTI-COLLUSION ...................................................................... 136

Section 1. Prohibited Conduct ............................................................................................ 136

Section 2. Other Club Conduct ........................................................................................... 136

Section 3. Club Discretion ................................................................................................... 136

Section 4. League Disclosures ............................................................................................. 136

Section 5. Enforcement of Anti-Collusion Provisions .................................................... 137

Section 6. Burden of Proof .................................................................................................. 137

Section 7. Summary Judgment ............................................................................................. 137

Section 8. Remedies .............................................................................................................. 137

Section 9. Computation of Damages .................................................................................. 138

Section 10. Player Election ................................................................................................... 139

Section 11. Payment of Damages ........................................................................................ 139

Section 12. Effect on Cap Computations .......................................................................... 139

Section 13. Effect of Salary Cap .......................................................................................... 139

Section 14. No Reimbursement .......................................................................................... 139

Section 15. Costs ................................................................................................................... 140

Section 16. Termination ....................................................................................................... 140

Section 17. Time Limits ........................................................................................................ 140

Section 18. Prior Conference ............................................................................................... 140

ARTICLE 18 CERTIFICATIONS ....................................................................... 141

Section 1. Contract Certification ......................................................................................... 141

Section 2. End of League Year Certification ..................................................................... 141

Section 3. False Certification ............................................................................................... 142

ARTICLE 19 CONSULTATION AND INFORMATION SHARING .............. 143

Section 1. Salary Summaries ................................................................................................. 143

Section 2. Consultation and Communications .................................................................. 143

Section 3. Notice of Invalid Contract ................................................................................. 143

Section 4. Copies ................................................................................................................... 143

ARTICLE 20 OTHER PROVISIONS ................................................................. 144

Section 1. CFL Rule .............................................................................................................. 144

Section 2. Physically Unable to Perform ............................................................................ 144

Section 3. Nonfootball Injury .............................................................................................. 144

Section 4. Roster Exemption ............................................................................................... 144

Section 5. Other Professional Leagues ............................................................................... 145

ARTICLE 21 OFFSEASON WORKOUTS .......................................................... 146

Section 1. Voluntary Workouts ........................................................................................... 146

Section 2. Time Periods ........................................................................................................ 146

Section 3. Payment ................................................................................................................ 149

Section 4. Injuries .................................................................................................................. 150

Section 5. Miscellaneous ....................................................................................................... 150

Section 6. Pre-Training Camp Period ................................................................................. 151

Section 7. Rookie Premiere .................................................................................................. 151

Section 8. Enforcement ........................................................................................................ 151

Section 9. Offseason Participation Contract ..................................................................... 154

ARTICLE 22 MINICAMPS ................................................................................. 155

Section 1. Number ................................................................................................................ 155

Section 2. Mandatory Veteran Minicamp .......................................................................... 155

Section 3. Voluntary Veteran Minicamp ............................................................................ 156

Section 4. Expenses ............................................................................................................... 156

Section 5. Contact .................................................................................................................. 156

Section 6. Injuries .................................................................................................................. 156

Section 7. Post-Draft Rookie Minicamp ........................................................................... 156

Section 8. Rookie Football Development Programs ........................................................ 158

Section 9. Films ...................................................................................................................... 159

Section 10. Enforcement ...................................................................................................... 159

Section 11. Participation Agreement .................................................................................. 159

ARTICLE 23 PRESEASON TRAINING CAMPS ............................................. 160

Section 1. Definition ............................................................................................................. 160

Section 2. Room and Board ................................................................................................. 160

Section 3. First-year Player Per Diem ................................................................................. 160

Section 4. Veteran Per Diem ............................................................................................... 160

Section 5. Reporting .............................................................................................................. 160

Section 6. Five-Day On-Field Acclimation Period ........................................................... 161

Section 7. Conduct of Practices ........................................................................................... 161

Section 8. Number of Preseason Games ........................................................................... 166

Section 9. Expenses ............................................................................................................... 166

Section 10. Definition of “Preseason Training Camp”.................................................... 166

Section 11. Films.................................................................................................................... 167

Section 12. Enforcement ...................................................................................................... 167

ARTICLE 24 REGULAR SEASON AND POSTSEASON PRACTICES .......... 168

Section 1. Practice Rules ....................................................................................................... 168

Section 2. Bye Weeks ............................................................................................................ 168

Section 3. Enforcement ........................................................................................................ 169

Section 4. Films ...................................................................................................................... 169

ARTICLE 25 SQUAD SIZE ................................................................................. 170

Section 1. Active List ............................................................................................................ 170

Section 2. Pre-Season ............................................................................................................ 170

Section 3. Inactive List .......................................................................................................... 170

Section 4. Active and Inactive List Limit ........................................................................... 170

ARTICLE 26 SALARIES ...................................................................................... 171

Section 1. Minimum Salaries ................................................................................................ 171

Section 2. Credited Season ................................................................................................... 173

Section 3. Other Compensation .......................................................................................... 173

Section 4. Arbitration ............................................................................................................ 173

Section 5. Payment ................................................................................................................ 173

Section 6. Deferred Paragraph 5 ......................................................................................... 176

Section 7. Copies of Contracts ............................................................................................ 176

Section 8. Split Contracts ..................................................................................................... 177

Section 9. Funding of Deferred and Guaranteed Contracts ........................................... 177

ARTICLE 27 VETERAN SALARY BENEFIT ................................................... 178

Section 1. Qualifying Players ............................................................................................... 178

Section 2. Qualifying Contracts ........................................................................................... 178

Section 3. Additional Compensation Rules ....................................................................... 178

Section 4. Payments .............................................................................................................. 179

Section 5. Reduced Salary Cap Count for Qualifying Contracts .................................... 179

Section 6. Player Benefit Calculation for Qualifying Contracts ...................................... 179

Section 7. Four-Year Player Qualifying Contract ............................................................. 179

Section 8. Reduced Salary Cap Count for Four-Year Player Qualifying Contracts ..... 180

Section 9. Player Benefit Calculation for Four-Year Player Qualifying Contracts ...... 181

Section 10. Renegotiations and Extensions of Qualifying Contracts ............................ 181

Section 11. Renegotiations and Extensions of Four-Year Player Qualifying

Contracts ................................................................................................................................. 181

Section 12. Terminated Qualifying Players ........................................................................ 181

Section 13. Players Moving to New Club .......................................................................... 181

Section 14. Player Returning to Old Club .......................................................................... 181

Section 15. Players with Expired Contract ........................................................................ 182

Section 16. Guarantees ......................................................................................................... 182

Section 17. Termination Pay ................................................................................................ 182

Section 18. No Benefit for Non-Qualifying Contracts or Non-Qualifying

Four-Year Player Contacts ................................................................................................... 183



ARTICLE 28 PERFORMANCE-BASED POOL ................................................ 184

Section 1. Creation of Fund ................................................................................................. 184

Section 2. Amount of Fund ................................................................................................. 184

Section 3. Mandatory Distribution Each Year .................................................................. 184

Section 4. Qualifying Players ............................................................................................... 184

Section 5. Methodology ........................................................................................................ 184

Section 6. Corrections ........................................................................................................... 185

ARTICLE 29 WAIVERS ....................................................................................... 186

Section 1. Release .................................................................................................................. 186

Section 2. Contact .................................................................................................................. 186

Section 3. Ineligibility ............................................................................................................ 186

Section 4. Notice of Termination........................................................................................ 186

Section 5. NFLPA’s Right to Personnel Information ...................................................... 186

Section 6. Rosters .................................................................................................................. 187

vii

Section 7. Procedural Recall Waivers ................................................................................. 187

ARTICLE 30 TERMINATION PAY................................................................... 188

Section 1. Eligibility ............................................................................................................... 188

Section 2. Regular Season Signings ..................................................................................... 188

Section 3. Ineligibility For Termination Pay ...................................................................... 189

ARTICLE 31 ADDITIONAL REGULAR SEASON GAMES ............................ 191

ARTICLE 32 EXPANSION ................................................................................. 192

Section 1. Veteran Allocation .............................................................................................. 192

Section 2. Additional Compensatory Picks ........................................................................ 192

Section 3. Rookie Compensation Pool Adjustment ......................................................... 192

Section 4. Relocation Bonus ................................................................................................ 192

Section 5. Regular Season Games Played Outside of the United States ....................... 192

ARTICLE 33 PRACTICE SQUADS .................................................................... 194

Section 1. Practice Squads .................................................................................................... 194

Section 2. Signing With Other Clubs .................................................................................. 195

Section 3. Salary ..................................................................................................................... 196

Section 4. Eligibility ............................................................................................................... 196

Section 5. Standard Elevation Addendum ......................................................................... 196

Section 6. Active List (Other Clubs) ................................................................................... 199

Section 7. Standard Contagious Disease Addendum ....................................................... 199

Section 8. Housing ................................................................................................................ 201

ARTICLE 34 MEAL ALLOWANCE .................................................................. 202

Section 1. Reimbursement.................................................................................................... 202

Section 2. Travel Day ............................................................................................................ 202

ARTICLE 35 DAYS OFF .................................................................................... 203

Section 1. Preseason .............................................................................................................. 203

Section 2. Regular Season and Postseason ........................................................................ 204

Section 3. Requirements ....................................................................................................... 204

Section 4. Regular Season Bye Weeks ................................................................................ 204

ARTICLE 36 MOVING AND TRAVEL EXPENSES ....................................... 205

Section 1. Qualification ......................................................................................................... 205

Section 2. Moving Expenses ................................................................................................ 205

Section 3. Travel Expenses .................................................................................................. 205

Section 4. Transportation ..................................................................................................... 206

ARTICLE 37 POSTSEASON PAY ..................................................................... 207

Section 1. System ................................................................................................................... 207

Section 2. Compensation ...................................................................................................... 207

Section 3. Wild Card Game; Division Play-off Game ..................................................... 207

Section 4. Conference Championship; Super Bowl Game .............................................. 207

Section 5. Payment ................................................................................................................ 208

ARTICLE 38 PRO BOWL GAME ...................................................................... 209

viii

Section 1. Compensation ...................................................................................................... 209

Section 2. Selection ................................................................................................................ 209

Section 3. Spouses ................................................................................................................. 209

Section 4. Injury ..................................................................................................................... 209

Section 5. Payment ................................................................................................................ 211

Section 6. Applicability ......................................................................................................... 211

ARTICLE 39 PLAYERS’ RIGHTS TO MEDICAL CARE AND

TREATMENT ...................................................................................................... 213

Section 1. Club Physician ................................................................................................... 213

Section 2. Club Athletic Trainers ...................................................................................... 214

Section 3. NFLPA Medical Director ................................................................................ 215

Section 4. Emergency Action Plan ................................................................................... 215

Section 5. Accountability and Care Committee .............................................................. 217

Section 6. Player’s Right to a Second Medical Opinion ................................................ 219

Section 7. Player’s Right to a Surgeon of His Choice .................................................... 219

Section 8. Standard Minimum Preseason Physical ......................................................... 219

Section 9. Substance Abuse and Performance-Enhancing Substances ....................... 220

Section 10. Club Visiting Team Locker Rooms ................................................................ 220

Section 11. Field Surface Safety & Performance Committee ......................................... 220

Section 12. Joint Engineering and Equipment Safety Committee ................................. 221

Section 13. Sleep Studies ...................................................................................................... 222

Section 14. Club-Wide Biospecimen Collection ............................................................... 223

Section 15. DICON .............................................................................................................. 224

Section 16. NFL Head, Neck and Spine Committee’s Concussion Diagnosis and

Management Protocol ........................................................................................................... 224

Section 17. NFL Game Concussion Protocol Enforcement .......................................... 225

Section 18. NFL Player Scientific & Medical Research Protocol .................................. 228

Section 19. Behavioral Health Program ............................................................................ 230

Section 20. Prescription Medication and Pain Management Program ......................... 236

Section 21. Remedies ........................................................................................................... 240

ARTICLE 40 ACCESS TO PERSONNEL AND MEDICAL RECORDS ......... 241

Section 1. Personnel Records .............................................................................................. 241

Section 2. Medical Records .................................................................................................. 241

Section 3. Electronic Medical Record System ................................................................... 241

ARTICLE 41 WORKERS’ COMPENSATION .................................................. 243

Section 1. Benefits ................................................................................................................. 243

Section 2. Rejection of Coverage ........................................................................................ 243

Section 3. Arbitration ............................................................................................................ 243

Section 4. Workers’ Compensation Offset Provisions .................................................... 243

Section 5. Carve-Out ............................................................................................................. 246

Section 6. Reservation of Rights ......................................................................................... 246

ARTICLE 42 CLUB DISCIPLINE ..................................................................... 247

Section 1. Maximum Discipline ........................................................................................... 247

Section 2. Published Lists ..................................................................................................... 249

Section 3. Uniformity ............................................................................................................ 249

Section 4. Disputes ................................................................................................................ 249

Section 5. Deduction ............................................................................................................. 250

Section 6. NFL Policies ........................................................................................................ 250

Section 7. Cumulative Fines ................................................................................................. 250

Section 8. Effective Date ...................................................................................................... 251

ARTICLE 43 NON-INJURY GRIEVANCE ...................................................... 255

Section 1. Definition ............................................................................................................. 255

Section 2. Initiation ............................................................................................................... 255

Section 3. Filing ..................................................................................................................... 255

Section 4. Ordinary and Expedited Appeal ....................................................................... 255

Section 5. Discovery and Prehearing Procedures ............................................................. 256

Section 6. Arbitration Panel ................................................................................................. 257

Section 7. Hearing ................................................................................................................. 257

Section 8. Arbitrator’s Decision and Award ...................................................................... 258

Section 9. Time Limits .......................................................................................................... 258

Section 10. Representation ................................................................................................... 259

Section 11. Costs ................................................................................................................... 259

Section 12. Payment .............................................................................................................. 259

Section 13. Grievance Settlement Committee ................................................................... 259

Section 14. Standard Grievance Correspondence ............................................................ 259

ARTICLE 44 INJURY GRIEVANCE.................................................................. 261

Section 1. Definition ............................................................................................................. 261

Section 2. Filing ..................................................................................................................... 261

Section 3. Answer .................................................................................................................. 261

Section 4. Neutral Physician ................................................................................................ 262

Section 5. Neutral Physician List ......................................................................................... 263

Section 6. Appeal ................................................................................................................... 263

Section 7. Arbitration Panel ................................................................................................. 263

Section 8. Hearing ................................................................................................................. 264

Section 9. Expenses ............................................................................................................... 265

Section 10. Pension Credit ................................................................................................... 266

Section 11. Payment .............................................................................................................. 266

Section 12. Presumption of Fitness .................................................................................... 266

Section 13. Playoff Money ................................................................................................... 266

Section 14. Information Exchange ..................................................................................... 267

Section 15. Discovery ........................................................................................................... 267

Section 16. Grievance Settlement Committee ................................................................... 267

Section 17. Settlement Agreements .................................................................................... 267

Section 18. Standard Grievance Correspondence ............................................................ 267

ARTICLE 45 INJURY PROTECTION ............................................................. 268

Section 1. Transition Rules .................................................................................................. 268

Section 2. Qualification ......................................................................................................... 268

Section 3. Benefit ................................................................................................................... 269

Section 4. Treatment of Injury Protection Benefit Payments ......................................... 270

Section 5. Injury Protection Candidate List ..................................................................... 270

Section 6. Disputes ................................................................................................................ 271

Section 7. Extended Injury Protection Qualification ....................................................... 271

Section 8. Extended Injury Protection Benefit ................................................................. 272

Section 9. Treatment of Extended Injury Protection Benefit Payments ....................... 273

Section 10. Extended Injury Protection Disputes ............................................................ 273

Section 11. Workers’ Compensation Offset ...................................................................... 274

Section 12. Filing ................................................................................................................... 275

Section 13. Costs: .................................................................................................................. 275

ARTICLE 46 COMMISSIONER DISCIPLINE ................................................ 276

Section 1. League Discipline ................................................................................................ 276

Section 2. Hearings ................................................................................................................ 277

Section 3. Time Limits .......................................................................................................... 278

Section 4. One Penalty .......................................................................................................... 279

Section 5. Commissioner Exempt ....................................................................................... 279

Section 6. Fine Money .......................................................................................................... 279

Section 7. Permitted Activities for Players Suspended Under the Personal

Conduct Policy ....................................................................................................................... 279

ARTICLE 47 UNION SECURITY ..................................................................... 280

Section 1. Union Security ..................................................................................................... 280

Section 2. Check-off .............................................................................................................. 280

Section 3. NFLPA Meetings ................................................................................................ 280

Section 4. NFLPA Player Group Licensing Program ...................................................... 280

Section 5. Disputes ................................................................................................................ 281

Section 6. Procedure for Enforcement .............................................................................. 281

Section 7. NFLPA Responsibility ....................................................................................... 282

Section 8. Orientations ......................................................................................................... 282

ARTICLE 48 NFLPA AGENT CERTIFICATION ........................................... 283

Section 1. Exclusive Representation ................................................................................... 283

Section 2. Enforcement ........................................................................................................ 283

Section 3. Penalty ................................................................................................................... 283

ARTICLE 49 PLAYER SECURITY ................................................................... 285

Section 1. No Discrimination .............................................................................................. 285

Section 2. Personal Appearance .......................................................................................... 285

ARTICLE 50 COMPETITION COMMITTEE ................................................ 286

Section 1. Competition Committee .................................................................................... 286

ARTICLE 51 MISCELLANEOUS ...................................................................... 287

Section 1. Endorsements ...................................................................................................... 287

Section 2. Player Attire ......................................................................................................... 287

Section 3. Appearances ......................................................................................................... 288

Section 4. Promotion ............................................................................................................ 288

Section 5. Deduction ............................................................................................................. 288

Section 6. Public Statements ................................................................................................ 288

Section 7. Address ................................................................................................................. 288

Section 8. NFLPA Tickets ................................................................................................... 288

Section 9. Player Tickets ....................................................................................................... 289

Section 10. Tests .................................................................................................................... 289

Section 11. League Security .................................................................................................. 289

Section 12. Career Planning Program ................................................................................. 289

Section 13. On-Field Microphones ..................................................................................... 289

Section 14. Sensors ................................................................................................................ 290

Section 15. Practice Squad Super Bowl Rings ................................................................... 294

Section 16. Prior Side Letters .............................................................................................. 294

Section 17. Club Strength and Conditioning Coaches ..................................................... 294

Section 18. Club Equipment Managers .............................................................................. 294

Section 19. Club Directors of Player Engagement ........................................................... 295

ARTICLE 52 PLAYER BENEFIT COSTS ........................................................ 296

Section 1. General Right of Reduction ............................................................................... 296

Section 2. Right of Restoration ........................................................................................... 296

Section 3. Resolution of Disputes ....................................................................................... 296

Section 4. Limitations on Contributions ............................................................................ 296

Section 5. Timing ................................................................................................................... 297

ARTICLE 53 RETIREMENT PLAN ................................................................ 298

Section 1. Maintenance and Definitions ............................................................................ 298

Section 2. Contributions ....................................................................................................... 298

Section 3. Pension Enhancements ...................................................................................... 298

Section 4. 2025 Increase to Pre-2012 Credited Season Credits. ..................................... 299

Section 5. Vesting Requirements ......................................................................................... 300

Section 6. Death Benefits ..................................................................................................... 300

ARTICLE 54 SECOND CAREER SAVINGS PLAN .......................................... 301

Section 1. Maintenance ......................................................................................................... 301

Section 2. Contributions ....................................................................................................... 301

Section 3. Practice Squad Players ........................................................................................ 302

ARTICLE 55 PLAYER ANNUITY PROGRAM ................................................ 303

Section 1. Maintenance ......................................................................................................... 303

Section 2. Contributions ....................................................................................................... 303

Section 3. Timing ................................................................................................................... 304

Section 4. Structure ............................................................................................................... 304

Section 5. NFL Player Annuity & Insurance Company Net Worth .............................. 304

ARTICLE 55A NFL PLAYER CAPITAL ACCUMULATION PLAN .............. 305

Section 1. Maintenance ........................................................................................................ 305

Section 2. Contributions ...................................................................................................... 305

Section 3. Timing .................................................................................................................. 305

xii

Section 4. Expenses.............................................................................................................. 305

Section 5. Future Contributions ......................................................................................... 305

ARTICLE 56 TUITION ASSISTANCE PLAN ................................................. 306

Section 1. Maintenance ........................................................................................................ 306

Section 2. Change in Plan Year .......................................................................................... 306

Section 3. Benefit. ................................................................................................................. 306

Section 4. Eligibility and Former Player Benefit .............................................................. 307

Section 5. Reimbursement .................................................................................................. 308

Section 6. Administration .................................................................................................... 308

ARTICLE 57 88 BENEFIT ................................................................................. 309

Section 1. Establishment ...................................................................................................... 309

Section 2. Benefits ................................................................................................................. 309

Section 3. No Reduction for Parkinson’s Disease ............................................................ 309

Section 4. Funding ................................................................................................................. 309

Section 5. Term ...................................................................................................................... 309

ARTICLE 58 GROUP INSURANCE .................................................................. 310

Section 1. Maintenance ......................................................................................................... 310

Section 2. Extended Post-Career Medical, Vision And Dental Benefits ....................... 312

Section 3. Limitations And Rules For Extended Insurance ............................................ 312

Section 4. NFL Designated Hospital Network ................................................................. 312

Section 5. Administration ..................................................................................................... 313

ARTICLE 59 SEVERANCE PAY ........................................................................ 314

Section 1. Eligibility and Maintenance ............................................................................... 314

Section 2. Amount ................................................................................................................. 314

Section 3. Payment ................................................................................................................ 314

Section 4. Second Payment .................................................................................................. 315

Section 5. Payable to Survivor ............................................................................................. 315

Section 6. Administration ..................................................................................................... 315

Section 7. Non-assignability ................................................................................................. 315

ARTICLE 60 NFL PLAYER DISABILITY & NEUROCOGNITIVE

BENEFIT PLAN .................................................................................................. 316

Section 1. Maintenance ......................................................................................................... 316

Section 2. Benefit Amounts ................................................................................................. 316

Section 3. Medical Records .................................................................................................. 316

Section 4. Social Security Disability Insurance Offset ..................................................... 316

Section 5. Whole Person Evaluation .................................................................................. 317

Section 6. Social Security Eligibility .................................................................................... 317

Section 7. Line of Duty ......................................................................................................... 318

Section 8. Neurocognitive Disability Benefits ................................................................... 318

Section 9. Treatment for Neurocognitive Disorders ....................................................... 319

Section 10. Circuit Breaker ................................................................................................... 319

ARTICLE 61 LONG TERM CARE INSURANCE PLAN ................................ 320

xiii

Section 1. Eligibility and Maintenance ............................................................................... 320

Section 2. Benefits ................................................................................................................. 320

Section 3. Limitations ........................................................................................................... 320

Section 4. Plan Benefits Primary ......................................................................................... 321

Section 5. Administration ..................................................................................................... 321

ARTICLE 62 GENE UPSHAW NFL PLAYER HEALTH

REIMBURSEMENT ACCOUNT ...................................................................... 322

Section 1. Maintenance ......................................................................................................... 322

Section 2. Contributions ....................................................................................................... 322

Section 3. Health Reimbursement Accounts ..................................................................... 322

Section 4. Allocation for Certain Former Players ............................................................. 323

Section 5. Plan Operation in Post-Expiration Years ........................................................ 323

ARTICLE 63 FORMER PLAYER LIFE IMPROVEMENT PLAN ................. 324

Section 1. Maintenance ......................................................................................................... 324

Section 2. Joint Replacements ............................................................................................ 324

Section 3. Discount Prescription Drug Benefits .............................................................. 324

Section 4. Assisted Living Benefits ..................................................................................... 325

Section 5. Spine Treatment Benefit .................................................................................... 325

Section 6. Neurological Benefit ........................................................................................... 325

Section 7. Life Insurance Benefit ........................................................................................ 325

Section 8. Medicare Supplement ......................................................................................... 325

Section 9. Administration ..................................................................................................... 325

Section 10. NFLPA Review ................................................................................................. 325

ARTICLE 63A NON-VESTED FORMER PLAYER WELLNESS PLAN ....... 326

Section 1. Maintenance ......................................................................................................... 326

Section 2. Administration ..................................................................................................... 326

ARTICLE 64 BENEFITS ARBITRATOR ......................................................... 327

Section 1. Selection ................................................................................................................ 327

Section 2. Compensation ...................................................................................................... 327

Section 3. Role ....................................................................................................................... 327

ARTICLE 65 MUTUAL RESERVATION OF RIGHTS:

LABOR EXEMPTION ....................................................................................... 329

Section 1. Rights Under Law ............................................................................................... 329

ARTICLE 66 DURATION OF AGREEMENT ................................................. 330

Section 1. Effective Date/Expiration Date ....................................................................... 330

Section 2. Termination Due To Collusion ......................................................................... 330

ARTICLE 67 GOVERNING LAW AND PRINCIPLES .................................... 331

Section 1. Governing Law .................................................................................................... 331

Section 2. Parol Evidence ..................................................................................................... 331

Section 3. Mutual Drafting ................................................................................................... 331

Section 4. Headings ............................................................................................................... 331

Section 5. Binding Effect ..................................................................................................... 331

xiv

Section 6. Authorization ....................................................................................................... 331

Section 7. Appendices and Exhibits ................................................................................... 331

Section 8. Time Periods ........................................................................................................ 331

Section 9. Modification ......................................................................................................... 331

Section 10. Delivery of Documents .................................................................................... 331

ARTICLE 68 NOTICES ..................................................................................... 332

ARTICLE 69 RETENTION OF BENEFITS .................................................... 333

APPENDIX A NFL PLAYER CONTRACT ...................................................... 334

APPENDIX B FIRST REFUSAL OFFER SHEET ........................................... 344

APPENDIX C FIRST REFUSAL EXERCISE NOTICE .................................. 345

APPENDIX D WAIVER OF FREE AGENT RIGHTS .................................... 346

APPENDIX E EXAMPLES OF CAP PERCENTAGE AVERAGE

FRANCHISE AND TRANSITION TENDER CALCULATIONS .................. 347

APPENDIX F ACCOUNTANTS’ REVIEW PROCEDURES .......................... 348

APPENDIX G OFFSEASON WORKOUT RULES .......................................... 357

APPENDIX H NOTICE OF TERMINATION ................................................ 359

APPENDIX I WRITTEN WARNING GOOD FAITH EFFORT .................... 360

APPENDIX J PRACTICE SQUAD PLAYER CONTRACT .............................. 361

APPENDIX K STANDARD MINIMUM PRESEASON PHYSICAL

EXAMINATION ................................................................................................. 373

APPENDIX L INJURY GRIEVANCE SETTLEMENT .................................. 376

APPENDIX M CHECK-OFF AUTHORIZATION FOR NFLPA

DEDUCTIONS ................................................................................................... 377

APPENDIX N ACTUARIAL ASSUMPTIONS AND ACTUARIAL COST

METHOD ............................................................................................................ 378 

APPENDIX O HEALTH REIMBURSEMENT PLAN ACTUARIAL

ASSUMPTIONS AND FUNDING ..................................................................... 381

APPENDIX P OFFSEASON WORKOUT ADDENDUM FOR PLAYER

UNDER CONTRACT ........................................................................................ 383

APPENDIX Q OFFSEASON WORKOUT PROGRAM AND MINICAMP

PARTICIPATION AGREEMENT FOR PLAYER UNDER TENDER OR

CLUB’S OWN UNRESTRICTED FREE AGENT .......................................... 384

APPENDIX R COMMUNITY RELATIONS / SPONSOR APPEARANCES

AND PROMOTIONAL ACTIVITIES BY PLAYER UNDER ROOKIE

CONTRACT ........................................................................................................ 386

APPENDIX S STANDARD PLAYER AUTHORIZATIONS ........................... 387

APPENDIX T PRO BOWL INJURY TABLE ................................................... 395

APPENDIX U 2020 SCHEDULE OF ON-FIELD FINES ............................... 397

APPENDIX V COMPENSATORY DRAFT SYSTEM ...................................... 399

APPENDIX W NFL HEAD, NECK AND SPINE COMMITTEE’S

CONCUSSION DIAGNOSIS AND MANAGEMENT PROTOCOL .............. 404

APPENDIX X NFL PLAYER SCIENTIFIC & MEDICAL RESEARCH

PROTOCOL ........................................................................................................ 424

APPENDIX Y NEUROCOGNITIVE BENEFIT RELEASE AND

COVENANT NOT TO SUE .............................................................................. 432

APPENDIX Z [INTENTIONALLY OMITTED] ............................................ 434

APPENDIX AA MEDIA KICKER SLOTTED PLAYER COST

PERCENTAGE METHODOLOGY .................................................................. 435



APPENDIX BB PLAYER NOTIFICATION FORM CLUB PHYSICIAN

DIAGNOSIS AND PRESCRIPTION SUMMARY ............................................ 438

APPENDIX CC OWNED AND OPERATED BUSINESSES .......................... 439

xvi

PREAMBLE

This Agreement, which is the product of bona fide, arm’s length collective bar-

gaining, is made and entered into as of the 15th day of March, 2020 in accordance with

the provisions of the National Labor Relations Act, as amended, by and between the Na-

tional Football League Management Council (“Management Council” or “NFLMC”),

which is recognized as the sole and exclusive bargaining representative of present and

future employer member Clubs of the National Football League (“NFL” or “League”),

and the National Football League Players Association (“NFLPA”), which is recognized as

the sole and exclusive bargaining representative of present and future employee players in

the NFL in a bargaining unit described as follows:

1. All professional football players employed by a member club of the Na-

tional Football League;

2. All professional football players who have been previously employed by a

member club of the National Football League who are seeking employment with an NFL

Club;

3. All rookie players once they are selected in the current year’s NFL College

Draft; and

4. All undrafted rookie players once they commence negotiation with an

NFL Club concerning employment as a player.

—1—

ARTICLE 1

DEFINITIONS

As used in this Agreement, the following terms shall have the following meanings

unless expressly stated otherwise:

“Accrued Season” means any playing season for which a player received credit

with respect to his qualifications for Unrestricted Free Agency or Restricted Free Agency.

“Agreement” means this Collective Bargaining Agreement.

“All Revenues” or “AR” means all of the League and Team revenues that are in-

cluded within the definition of All Revenues, as set forth in Article 12.

“Benefits” or “Player Benefit Costs” means the aggregate for a League Year of all

sums paid (or to be paid on a proper accrual basis for a League Year) by the NFL and all

NFL Teams for, to, or on behalf of present or former NFL players as specified in Article

12.

“Club” or “Team” or “Member,” used interchangeably herein, means any entity

that is a member of the NFL or operates a franchise in the NFL at any time during the

term of this Agreement.

“Club Affiliate” or “Team Affiliate” means any entity or person owned by (wholly

or partly), controlled by, affiliated with, or related to a Club or any owner of a Club.

“Commissioner” means the Commissioner of the NFL.

“Compensatory Draft Selection” means an additional Draft choice awarded to a

Club in any Draft as described in Article 9 and Article 10.

“Discount rate” means a discount rate calculated using interest on an annual com-

pounded basis using the one-year Treasury yields at constant maturities rate as published

in The Wall Street Journal on February 1 (or the next date published) of the League Year

in which the amount to be discounted accrues, is awarded, or occurs, as the case may be.

If this rate is not published in The Wall Street Journal for any reason, then the website of

the Federal Reserve (http://www.federalreserve.gov) shall be used to obtain the interest

rate.

“Draft” or “College Draft” means the NFL’s annual draft of Rookie football play-

ers as described in Article 6. “Supplemental Draft” means the supplemental draft in a given

League Year, if held by the League.

“Draft Choice Compensation” means the right of any Club, as described in Article

9 and Article 10, to receive draft pick(s) from any other Club.

“Drafted Rookie” means a person who is selected in the current League Year’s

Draft or whose Draft rights are held, or continue to be held, consistent with this Agree-

ment, by an NFL Club that selected the Rookie in a prior Draft.

“Exclusive Rights Player” means a player with fewer than three Accrued Seasons

whose contract has expired but who has received the Required Tender described in Article

“Final League Year” means the League Year which is scheduled prior to its com-

mencement to be the final League Year of this Agreement. As of the date hereof, the Final

League Year is the 2030 League Year.

“Free Agent” means a player who is not under contract and is free to negotiate

and sign a Player Contract with any NFL Club, without Draft Choice Compensation or

any Right of First Refusal.

“Guaranteed League-Wide Cash Spending” means the amount of cash spending

guaranteed as a percentage of the Salary Cap as set forth in Article 12.

“Interest” means interest calculated at an annual compounded basis using the one-

year Treasury yields at constant maturities rate as published in The Wall Street Journal on

February 1 (or the next date published) of the League Year in which the amount to receive

interest accrues, is awarded, or occurs as the case may be. If this rate is not published in

The Wall Street Journal for any reason, then the website of the Federal Reserve

(http://www.federalreserve.gov) shall be used to obtain the interest rate.

“League-Wide Cash Spending” means the aggregate amount of cash spent or com-

mitted to be spent by NFL Clubs on players in a League Year, calculated as set forth in

Article 12.

“League Year” means the period from March [__] of one year through and includ-

ing March [__] of the following year, or such other one year period to which the NFL and

the NFLPA may agree.

“Minimum Salary” means the minimum annual Paragraph 5 Salary that can be

contracted to be paid to an NFL player not on any Active list, and not on the Inactive list,

pursuant to this Agreement.

“Minimum Active/Inactive List Salary” means the minimum annual Paragraph 5

Salary that can be contracted to be paid to an NFL player on any Active list, or on the

Inactive list, pursuant to this Agreement.

“Negotiate” means, with respect to a player or his representatives on the one hand,

and an NFL Club or its representatives on the other hand, to engage in any written or oral

communication relating to efforts to reach agreement on employment and/or terms of

employment between such player and such Club.

“New Club” means any Club except the Prior Club (as defined below).

“NFL” means the National Football League, including the NFL Management

Council.

“NFL Affiliate” means any entity or person owned by (wholly or partly), controlled

by, affiliated with, or related to the NFL or all of its Member Clubs

“NFL Player Contract” or “Player Contract” means a written agreement using the

form attached as Appendix A with any addendum as permissible under Article 4 between

a person and an NFL Club pursuant to which such person is employed by such Club as a

professional football player.

“NFL Rules” means the Constitution and Bylaws, rules and regulations of the NFL

and/or the Management Council.

“Paragraph 5 Salary” means the compensation set forth in Paragraph 5 of the NFL

Player Contract, or in any amendments thereto.

“Player Affiliate” means any entity or person owned by (wholly or partly), con-

trolled by, affiliated with, or related to a player.

“Player Cost Amount” means the amount calculated pursuant to the rules set forth

in Article 12.

“Practice Squad” means the Practice Squad as described in Article 33.

“Practice Squad player” means a player on the Practice Squad.

“Practice Squad Player Contract” or “Practice Squad Contract” means a written

agreement between a person and an NFL Club pursuant to which such person is employed

by such Club as a Practice Squad player. For purposes of this Agreement, all references to

Paragraph 4, 5, 9 or 10 of the NFL Player Contract shall be deemed, where applicable to

a Practice Squad Player Contract, to be references to Paragraph 3, 4, 7 or 8, respectively,

of the Practice Squad Player Contract.

“Preexisting Contract” means an NFL Player Contract (including any renegotia-

tion or extension) executed before the effective date of this Agreement.

“Prior Agreement” or “2011 CBA” means the Collective Bargaining Agreement

in effect during the 2011–2019 League Years.

“Prior Club” means the Club that contracted with or otherwise held the NFL play-

ing rights for the player for the previous League Year.

“Projected AR” means the amount of AR projected in accordance with the rules

set forth in Article 12.

“Projected Benefits” means the amount of Benefits projected in accordance with

the rules set forth in Article 12.

“Qualifying Offer” means the Required Tender for a Restricted Free Agent, as set

forth in Article 9.

“Renegotiate” or “renegotiation” means any change in Salary or the terms under

which such Salary is earned or paid, or any change regarding the Club’s right to trade the

player, during the term of a Player Contract.

“Required Tender” or “Tender” means a Player Contract tender that a Club is

required to make to a player pursuant to this Agreement, either as a matter of right with

respect to the player, or to receive Rights of First Refusal, Draft Choice Compensation

and/or other rights with respect to the player, as specified in this Agreement.

“Restricted Free Agent” means a Veteran who has three Accrued Seasons and who

completes performance of his Player Contract, but who is still subject to a Right of First

Refusal and/or Draft Choice Compensation in favor of his Prior Club.

“Right of First Refusal” means the right of an NFL Club, as described in Article 9

and Article 10, to retain the services of certain Veteran players by matching offers made

to those players.

“Rookie” means a person who has never before signed a Player Contract with an

NFL Club. The first Player Contract signed by such person is a “Rookie Contract.”

“Room” means the extent to which a Team’s then-current Team Salary is less than

the Salary Cap (as described in Article 13), and/or the extent to which a Team’s Rookie

Salary is less than the Year-One Rookie Allocation (as described in Article 7).

“Salary” means any compensation of money, property, investments, loans, or an-

ything else of value that a Club pays to, or is obligated to pay to, a player or Player Affiliate,

or is paid to a third party at the request of and for the benefit of a player or Player Affiliate,

during a League Year, as calculated in accordance with the rules set forth in Article 13.

“Salary Cap” means the absolute maximum amount of Salary that each Club may

pay or be obligated to pay or provide to players or Player Affiliates, or may pay or be

obligated to pay to third parties at the request of and for the benefit of Players or Player

Affiliates, at any time during a particular League Year, in accordance with the rules set

forth in Article 13.

“System Arbitrator” means the arbitrator authorized by this Agreement to hear

and resolve specified disputes as provided in this Agreement.

“Team Salary” means the Team’s aggregate Salary for Salary Cap purposes, as cal-

culated in accordance with the rules set forth in Article 13.

“Undrafted Rookie” means a Rookie who was eligible for but not selected in a

College Draft for which he was eligible (as further defined in Article 6, Section 11).

“Unrestricted Free Agent” means a Veteran with four or more Accrued Seasons,

who has completed performance of his Player Contract, and who is no longer subject to

any exclusive negotiating rights, Right of First Refusal, or Draft Choice Compensation in

favor of his Prior Club.

“Veteran” means a player who has signed at least one Player Contract with an NFL

Club.

“2006 CBA” means the Collective Bargaining Agreement in effect for the 2006–

2010 League Years, as amended.

ARTICLE 2

GOVERNING AGREEMENT

Section 1.

Conflicts: The provisions of this Agreement supersede any conflicting provi-

sions in the Prior Agreement, NFL Player Contract, the NFL Constitution and Bylaws,

the NFL Rules, or any other document affecting terms and conditions of employment of

NFL players, and all players, Clubs, the NFLPA, the NFL, and the Management Council

will be bound hereby. For the avoidance of doubt, the NFL shall be considered a signatory

to this Agreement.

Section 2.

Implementation:

The parties will use their best efforts to faithfully carry out

the terms and conditions of this Agreement and to see that the terms and conditions of

this Agreement are carried out in full by players and Clubs. The NFL and NFLPA will use

their best efforts to see that the terms and conditions of all NFL Player Contracts are

carried out in full by players.

Section 3.

Management Rights: The NFL Clubs maintain and reserve the right to man-

age and direct their operations in any manner whatsoever, except as specifically limited by

the provisions of this Agreement.

Section 4.

Scope of Agreement:

(a) This Agreement represents the complete understanding of the parties on

all subjects covered herein, and there will be no change in the terms and conditions of this

Agreement without mutual consent. Except as otherwise provided in Article 47, Section

6, on Union Security, the NFLPA and the NFL waive all rights to bargain with one another

concerning any subject covered or not covered in this Agreement for the duration of this

Agreement, including the provisions of the NFL Constitution and Bylaws; provided, how-

ever, that if any proposed change in the NFL Constitution and Bylaws could significantly

affect the terms and conditions of employment of NFL players, then the NFL will give

the NFLPA notice of and negotiate the proposed change in good faith.

(b) The question of whether the parties engaged in good faith negotiations, or

whether any proposed change in the NFL Constitution and Bylaws would violate or render

meaningless any provision of this Agreement, may be the subject of a Non-Injury Griev-

ance under Article 43, which shall be the exclusive method for resolving disputes arising

out of this Section 4. If the arbitrator finds that either party did not engage in good faith

negotiations, or that the proposed change would violate or render meaningless any provi-

sion of this Agreement, he may enter an appropriate order, including to cease and desist

from implementing or continuing the practice or proposal in question; provided, however,

that the arbitrator may not compel either party to this Agreement to agree to anything or

require the making of a concession by either party in negotiations.

Section 5.

Rounding: For the purposes of any amounts to be calculated or used pursuant

to this Agreement with respect to Required Tenders, Qualifying Offers, Minimum Salaries,

Minimum Active/Inactive List Salaries, Team Salary, AR, Benefits, Player Costs, Projected

AR, Projected Benefits, Salary, Cash Spending, or Minimum Team Salary, such amounts

shall be rounded to the nearest $1,000.

ARTICLE 3

NO STRIKE/LOCKOUT/SUIT

Section 1.

No Strike/Lockout: Except as otherwise provided in Article 47 (Union Se-

curity), Section 6, neither the NFLPA nor any of its members will engage in any strike,

work stoppage, or other concerted action interfering with the operations of the NFL or

any Club for the duration of this Agreement, and no Clubs, either individually or in concert

with other Clubs, will engage in any lockout for the duration of this Agreement. Any claim

that a party has violated this Section 1 will not be subject to the grievance procedure or

the arbitration provisions of this Agreement and the party will have the right to submit

such claim directly to the courts.

Section 2.

No Suit: The NFLPA agrees that neither it nor any of its members, nor agents

acting on its behalf, nor any member of its bargaining unit, will sue, or support financially

or administratively, or voluntarily provide testimony or affidavit in, any suit against the

NFL or any Club with respect to any claim relating to any conduct permitted by this

Agreement, or any term of this Agreement, including, without limitation, the Articles con-

cerning the College Draft, the Compensatory Draft, the Option Clause, the Rookie

Compensation System, Veterans With Fewer Than Three Accrued Seasons, Veteran Free

Agency, Franchise and Transition Players, Guaranteed League-wide Cash Spending, the

Salary Cap, Minimum Team Cash Spending, and the Waiver System, and provisions appli-

cable to the trading of players; provided, however, that nothing contained in this Section

2 will prevent the NFLPA or any player from asserting that any Club, acting individually

or in concert with other Clubs, or the NFL, has breached the terms of this Agreement, the

NFL Player Contract, or the NFL Constitution and Bylaws, and from processing such

asserted breach as a non-injury grievance under Article 43 or asserting any claim before

the System Arbitrator or the Impartial Arbitrator as provided in this Agreement. In addi-

tion, neither the NFLPA nor any of its members, agents acting on its behalf, nor any

members of its bargaining unit will sue, or support financially or administratively any suit

against, the NFL or any Club relating to the provisions of the Constitution and Bylaws of

the NFL which are appended to the side letter dated March 3, 2020, as they were operative

and administered at the beginning date of the 2020 League Year; provided, however, that

nothing herein shall prevent the NFLPA, its members, agents or bargaining unit members

from asserting any rights they may have under the federal labor laws or under this Agree-

ment.

Section 3.

Releases and Covenants Not to Sue:

(a) The NFLPA on behalf of itself, its members, and their respective heirs,

executors, administrators, representatives, agents, successors and assigns, releases and cov-

enants not to sue, or to support financially or administratively, or voluntarily provide

testimony of any kind, including by declaration or affidavit in, any suit or proceeding

against the NFL or any NFL Club or any NFL Affiliate with respect to any antitrust claim,

or any other claim relating to conduct engaged in pursuant to the express terms of any

collective bargaining agreement during the term of any such agreement, with respect to

any League Year prior to the 2020 League Year, including, without limitation, any such

claim relating to any restrictions on free agency, any franchise player designations, any

transition player designations, the Draft, the Entering Player Pool, the Rookie Compensa-

tion Pool, or collusion. For purposes of clarity, this release does not cover any claim of

any retired player.

(b) The NFL, on behalf of itself, the NFL, and the NFL Clubs and their re-

spective heirs, executors, administrators, representatives, agents, successors and assigns,

releases and covenants not to sue, or to support financially or administratively, or volun-

tarily provide testimony of any kind, including by declaration or affidavit in, any suit against

the NFLPA or any of its members, or agents acting on its behalf, or any member of its

bargaining unit, with respect to conduct occurring prior to the execution of this Agree-

ment.

shall not apply to any Injury or Non-Injury Grievance, or any other proceeding, asserted

under the 2011 CBA, or to any proceeding to confirm an Injury or Non-Injury Grievance

or other award under the 2011 CBA.

(d) Nothing in the foregoing is intended to limit the scope of the releases and

covenants not to sue contained in Article 3, Sections 3(a) or 3(b) of the Prior Agreement.

ARTICLE 4

NFL 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 com-

plete .pdf Player Contract to the NFL ([email protected]) or the NFLPA

([email protected]), as applicable. Any reference to the “NFL Player Contract”

herein shall apply equally to the .pdf NFL Player Contract Form attached hereto as Ap-

pendix A, with respect to any player signing on or after March 15, 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 Agree-

ment; 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.

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 fol-

lowing the NFL’s receipt of such information. Promptly upon but no later than two

business days after the signing of any Veteran with fewer 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.

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 immedi-

ately 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 at-

tempt 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 transfer-

ring 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 concern-

ing 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 provi-

sions 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 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 rea-

sons 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 Ten-

der) 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 viola-

tion 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 termina-

tion, 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 provi-

sions 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 for-

feitures 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:

(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.

(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).

(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., one-

seventeenth for each missed regular season week after the fourth week).

(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 dur-

ing such period may be required to forfeit up to 25% of his Forfeitable Salary Allocations

for that League Year, subject to Subsection (d) below.

(v) Second Forfeitable Breach. If the player commits an initial Forfeitable

Breach (including a Forfeitable Breach in training camp) and then commits a second For-

feitable 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.

(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 Allo-

cations 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, notwith-

standing 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.

ate” 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 limita-

tion, 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) Policy Violations.

(i) Player Contracts may not contain individually negotiated provisions for

forfeiture relating to violations of the Policy on Performance-Enhancing Substances (for-

merly 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 sus-

pended 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 Al-

locations on a proportionate weekly basis.

(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 Perfor-

mance-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 en-

compass 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-pro-

ratable participation bonuses for its offseason workout program.

(g) Voiding of Guarantees. Notwithstanding any other provision of this Sec-

tion 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 proceed-

ing 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 re-

solved 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 max-

imum extent permitted under Article 4, Section 9 of the governing Collective Bargaining

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 Par-

agraph 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).

ARTICLE 5

OPTION CLAUSES

Section 1.

Prohibition: Other than as provided for in Article 7, Section 7, any option

clause must be negotiated as a separate addendum to the NFL Player Contract form, and

any negotiated option clause must state the dollar amount(s) of Salary to be paid to the

player during the option year.

ARTICLE 6

COLLEGE DRAFT

Section 1.

Time of Draft:

There shall be an Annual Selection Meeting (the “College

Draft” or “Draft”) each League Year during the term of this Agreement and for the year

immediately following the expiration or termination of this Agreement, with respect to

which the following rules shall apply. In any League Year in which the NFL deems it

appropriate, there may also be a Supplemental Draft.

Section 2

. Number of Choices and Eligibility:

(a) The Draft shall consist of seven rounds, with each round consisting of the

same number of selection choices as there will be Clubs in the NFL the following League

Year, plus a maximum number of additional Compensatory Draft Selections equal to the

number of Clubs then in the League, with such Compensatory Draft Selections reserved

for Clubs losing certain Unrestricted Free Agents. If in any League Year the number of

Compensatory Draft Selections awarded in the Draft for that League Year is less than the

number of Clubs then in the League, an additional number of selection choices shall be

awarded to Clubs based upon Draft selection order (“Supplemental Selections”), so that

the combined number of Compensatory Draft Selections and Supplemental Selections

equals the total number of Clubs then in the League. Each Draft shall be held between

February 14 and June 2, on a date which shall be determined by the Commissioner.

(b) No player shall be permitted to apply for special eligibility for selection in

the Draft, or otherwise be eligible for the Draft, until three NFL regular seasons have

begun and ended following either his graduation from high school or graduation of the

class with which he entered high school, whichever is earlier. For example, if a player

graduated from high school in December 2020, he would not be permitted to apply for

special eligibility, and would not otherwise be eligible for selection, until the 2024 Draft.

eligible after the date of the Draft, he will be eligible to be selected in a Supplemental Draft,

if the League elects to conduct such a Draft, on or before the seventh calendar day prior

to the opening of the first training camp that League Year. No player may elect to bypass

a Draft for which he is eligible to apply for selection in a Supplemental Draft. Any Club

that selects a player in a Supplemental Draft must forfeit a choice in the same round in the

next succeeding principal Draft.

(d) No player shall be eligible to be employed by an NFL Club until he has

been eligible for selection in an NFL Draft.

Section 3

. Required Tender:

A Club that drafts a player shall be deemed to have auto-

matically tendered the player a four-year NFL Player Contract for the Minimum

Active/Inactive List Salary for such League Years.

Section 4

. Signing of Drafted Rookies:

(a) A drafted player may accept the Required Tender at any time up to and

including the Tuesday following the tenth week of the regular season immediately follow-

ing the Draft, at 4:00pm New York time. In the event the exclusive negotiating rights to

the drafted player are assigned to another Club through the NFL waiver system, the ac-

quiring Club shall be deemed to have automatically extended the Required Tender

immediately upon the assignment. If released through waivers, the player shall be treated

as an Undrafted Rookie, with the right to sign an NFL Player Contract with any Club,

subject to the provisions of Article 7.

(b) If a Drafted Rookie has not signed a Player Contract during the period

from the date of such Draft to the thirtieth day prior to the first game of the regular season:

(i) the Club that drafted the player may not thereafter trade to another Club either its

exclusive negotiating rights to such player or any Player Contract that it signs with such

player for the player’s initial League Year; and (ii) the Club that drafted the player is the

only Club with which the player may sign a Player Contract until the day of the Draft in

the subsequent League Year, at which time such player is eligible to be drafted in the

subsequent League Year’s Draft by any Club except the Club that drafted him in the initial

Draft. (After the Tuesday following the tenth week of the regular season, the player and

the Club may sign a Player Contract only for future League Year(s)).

lowing the tenth week of the regular season, at 4:00pm New York time, the player shall be

prohibited from playing football in the NFL for the remainder of that League Year, absent

a showing to the Impartial Arbitrator of extreme Club or extreme personal hardship. The

determination of the Impartial Arbitrator shall be made within five days of the application,

and shall be based upon all information relating to such hardship submitted by such date.

The determination of the Impartial Arbitrator shall be final and binding upon all parties.

Section 5

. Other Professional Teams:

(a) Notwithstanding Section 4(b) above, if a player is drafted by a Club and,

during the period between the Draft and the next annual Draft, signs a contract with, plays

for, or is employed by a professional football team not in the NFL during all or any part

of the 12-month period following the initial Draft, then the drafting Club (or any assignee

Club) shall retain the exclusive NFL rights to negotiate for and sign a contract with the

player until the day of the Draft three League Years after the initial Draft, and shall there-

after have a Right of First Refusal as described herein, and the player may receive offers

from any Club at any time thereafter. The player shall notify the NFLPA and the NFL of

his desire to sign a contract with an NFL Club and of the date on which the player will be

free of his other contractual obligations of employment, if any. Within thirty days of re-

ceipt of such notice by the NFL or the date of the availability of such player, whichever is

later, the NFL Club that drafted the player must tender a Player Contract as set forth in

Section 3 above to the player in order to retain its rights to that player, as detailed below.

(b) For a player to whom the drafting Club retains the exclusive NFL rights

pursuant to Section 4(a) above, the Club must tender a four-year NFL Player Contract for

the Minimum Active/Inactive List Salary for such League Years, within the thirty-day pe-

riod specified in Subsection (a) above. If the player is released through waivers, the player

immediately becomes an Undrafted Rookie, with the right to sign an NFL Player Contract

with any Club, subject to the provisions of Article 7, and any Club is then free to negotiate

for and sign a Player Contract with such player, without any Draft Choice Compensation

between Clubs or First Refusal Rights of any kind, or any signing period.

Refusal pursuant to this Section 5, during each League Year the player shall be treated as

if he were a Restricted Free Agent not subject to Draft Choice Compensation, as described

in Article 9, Section 2, except as otherwise set forth in this Section 5. For such players

subject to a Right of First Refusal, the Club must tender a four-year NFL Player Contract

for the Minimum Active/Inactive List Salary for such League Years within the thirty-day

period specified in Subsection (a) above. The amount of such tender and/or any Player

Contract entered into with the player shall not be subject to the Rookie Compensation

Pool. If the Club does not make or withdraws the Required Tender, the player immediately

becomes an Undrafted Rookie, with the right to negotiate and sign a Player Contract with

any Club, subject to the applicable provisions of Article 7, and any Club is then free to

negotiate for and sign a Player Contract with such player, without any Draft Choice Com-

pensation between Clubs or First Refusal Rights of any kind, or any signing period.

Section 6.

Return to College:

If any college football player who becomes eligible for the

Draft prior to exhausting his college football eligibility through participation is drafted by

an NFL Club, and returns to college, the drafting Club’s exclusive right to negotiate and

sign a Player Contract with such player shall continue through the date of the Draft that

follows the last season in which the player was eligible to participate in college football,

and thereafter the player shall be treated and the Club shall have such exclusive rights as

if he were drafted in such Draft by such Club (or assignee Club).

Section 7

. Assignment of Draft Rights:

In the event that the exclusive right to negotiate

for a Drafted Rookie under Sections 4, 5 or 6 above is assigned from one Club to another

Club, the Club to which such right has been assigned shall have the same, but no greater,

right to such player, including the Right of First Refusal described in Section 5, as would

the Club assigning such right, and such player shall have the same, but no greater, obliga-

tion to the NFL Club to which such right has been assigned as he had to the Club assigning

such right.

Section 8.

Subsequent Draft:

A Club that, in a subsequent Draft, drafts a player who

(a) was selected in an initial Draft, and (b) did not sign a contract with the NFL Club that

drafted him or with any assignee Club during the signing period set forth in Sections 4

through 6 above, shall, during the period from the date of the subsequent Draft to the

date of the Draft held the subsequent League Year, be the only NFL Club that may nego-

tiate with or sign a Player Contract with such player. If such player has not signed a Player

Contract within the period beginning on the date of the subsequent Draft and ending on

the thirtieth day prior to the beginning of the regular season, the Club loses all rights to

trade its exclusive negotiating rights to such player or any Player Contract that it signs with

such player for the player’s initial League Year. After the Tuesday following the tenth week

of the regular season, the player and the Club may sign a Player Contract only for future

League Year(s), except as provided in Section 4(c) above. If the player has not signed a

Player Contract by the day of the next annual College Draft following the subsequent

Draft, the player immediately becomes an Undrafted Rookie, with the right to negotiate

and sign a Player Contract with any Club, subject to the provisions of Article 7, and any

Club is then free to negotiate for and sign a Player Contract with such player, without any

Draft Choice Compensation between Clubs or First Refusal Rights of any kind, or any

signing period.

Section 9

. No Subsequent Draft:

If a player is drafted by a Club in an initial Draft and

(a) does not sign a contract with a Club during the signing period set forth in Sections 4

through 6 above, and (b) is not drafted by any Club in the subsequent Draft, the player

immediately becomes an Undrafted Rookie, with the right to negotiate and sign a Player

Contract with any Club, and any Club is then free to negotiate for and sign a Player Con-

tract with such player, without any Draft Choice Compensation between Clubs or First

Refusal Rights of any kind, or any signing period.

Section 10.

Compensatory Draft Selections:

Compensatory Draft Selections shall be

determined in accordance with the rules and procedures set forth in Appendix V, subject

to any future changes as to which the parties may agree.

Section 11.

Undrafted Rookies:

Any person who has not been selected by a Club in a

College Draft shall be an Undrafted Rookie, and shall be free, after the completion of a

College Draft for which he is eligible, to negotiate and sign a Player Contract with any

Club, subject to the provisions of Article 7, and any Club shall be completely free to ne-

gotiate and sign a Player Contract with any such person after such date, without any penalty

or restriction, including, but not limited to, Draft Choice Compensation between Clubs or

First Refusal Rights of any kind.

Section 12.

Notice of Signing:

Promptly following but no later than two business days

after receipt of notice of the signing of any Drafted or Undrafted Rookie, the NFL shall

notify the NFLPA of such signing.

ARTICLE 7

ROOKIE COMPENSATION AND ROOKIE COMPENSATION POOL

Section 1.

Definitions:

(a) Rookie Salary.

(i) “Rookie Salary” for a Drafted Rookie means the highest amount of earn-

able compensation for which such player and Club have contracted in each year of his

Rookie Contract regardless of whether any or all amounts are earned or considered “likely

to be earned” as set forth in Article 13, excluding only (A) the Fifth-Year Option Para-

graph 5 Salary described in Section 7 below, (B) the amount by which the player’s

Paragraph 5 Salary may increase pursuant to the Proven Performance Escalator as de-

scribed in Section 4 below, (C) minimum offseason workout per diem as set forth in

Article 21, and (D) compensation for community relations/sponsor appearances (subject

to the maximum amounts permitted in Section 3(b)(iv) below).

(ii) “Rookie Salary” for an Undrafted Rookie means the highest amount of

earnable compensation for which such player and Club have contracted in each year of his

Rookie Contract that exceeds the then-applicable Minimum Active/Inactive Salary for

each League Year of the contract regardless of whether any or all amounts are earned or

considered “likely to be earned” as set forth in Article 13, excluding only (A) minimum

offseason workout per diem, and (B) compensation for community relations/sponsor ap-

pearances (subject to the maximum amounts permitted in Section 3(b)(iv) below).

(iii) For the purposes of calculating Rookie Salary in each year of a player’s

Rookie Contract, signing bonus and amounts treated as signing bonus will be prorated on

a straight-line basis pursuant to Section 3(g) below. By way of example, a Drafted Rookie

who has a $1,000,000 Paragraph 5 Salary, $250,000 in signing bonus proration and a

$250,000 incentive for 95% offensive playtime in each of the first four years of his contract

would have a Rookie Salary in each League Year equal to $1,500,000, and Rookie Salary

over the contract’s entire term of $6,000,000, regardless of whether he earns any or all of

the above amounts or whether any or all of the above amounts are considered “likely to

be earned.”

(b) Year-One Rookie Salary.

(i) “Year-One Rookie Salary” for a Drafted Rookie means the highest amount

of earnable compensation for which such player and Club have contracted in the first year

of his Rookie Contract regardless of whether any or all amounts are earned or considered

“likely to be earned” as set forth in Article 13, excluding only (A) minimum offseason

workout per diem, and (B) compensation for community relations/sponsor appearances

(subject to the maximum amounts permitted in Section 3(b)(iv) below).

(ii) “Year-One Rookie Salary” for an Undrafted Rookie means the highest

amount of earnable compensation for which such player and Club have contracted in the

first year of his Rookie Contract that exceeds the then-applicable Minimum Active/Inac-

tive Salary for players with zero credited seasons regardless of whether any or all amounts

are earned or considered “likely to be earned” as set forth in Article 13, excluding only (A)

minimum offseason workout per diem, and (B) compensation for community rela-

tions/sponsor appearances (subject to the maximum amounts permitted in Section

3(b)(iv) below).

(iii) For the purpose of calculating Year-One Rookie Salary, signing bonus and

amounts treated as signing bonus will be prorated on a straight-line basis pursuant to Sec-

tion 3(g) below. By way of example, a Drafted Rookie who has a $1,000,000 Paragraph 5

Salary, $250,000 in signing bonus proration and a $250,000 incentive for 95% offensive

playtime in his first season would have Year-One Rookie Salary in that League Year of

$1,500,000 regardless of whether he earns any or all of the above amounts in his first

season or whether any or all of the above amounts are considered “likely to be earned.”

means the League-wide limit on the total amount of Rookie Salary for which all Clubs may

contract with Drafted and Undrafted Rookies over the entire term of such Rookie Con-

tracts. By way of example, a Drafted Rookie selected in the second round who signs a

four-year contract with Rookie Salary of $1,000,000 in year one, $1,100,000 in year two,

$1,200,000 in year three, and $1,300,000 in year four would have $4,600,000 count against

the Total Rookie Compensation Pool.

(d) Year-One Rookie Compensation Pool. “Year-One Rookie Compensa-

tion Pool” means the League-wide limit on the total amount of Year-One Rookie Salary

for which all Clubs may contract with Drafted Rookies and Undrafted Rookies in the first

year of such Rookie Contracts. By way of example, a Drafted Rookie selected in the second

round who signs a four-year contract with Rookie Salary of $1,000,000 in year one,

$1,100,000 in year two, $1,200,000 in year three, and $1,300,000 in year four would have

$1,000,000 count against the Year-One Rookie Compensation Pool.

(e) Total Rookie Allocation. “Total Rookie Allocation” means, for each

Club, its proportional share of the Total Rookie Compensation Pool, calculated based

upon the number, round and position of the Club’s selection choices in the Draft, plus

the Undrafted Rookie Reservation (as defined in Subsection (i) below). The sum of the

Total Rookie Allocations for all Clubs shall equal the Total Rookie Compensation Pool.

(f) Year-One Rookie Allocation. “Year-One Rookie Allocation” means, for

each Club, its proportional share of the Year-One Rookie Compensation Pool, calculated

based upon the number, round and position of the Club’s selection choices in the Draft

plus one-third of the Undrafted Rookie Reservation (as defined in Subsection (i) below).

The sum of the Year-One Rookie Allocations for all Clubs shall equal the Year-One

Rookie Compensation Pool.

(g) Year-One Formula Allotment.

(i) “Year-One Formula Allotment” means, for each Drafted Rookie, a frac-

tion calculated based upon the player’s round and position in the Draft and expressed as

a percentage of the Year-One Rookie Compensation Pool (excluding compensatory selec-

tions and one-third of the Undrafted Rookie Reservation).

(ii) The (A) sum of the Year-One Formula Allotments for all of a Club’s

Drafted Rookies, multiplied by the Year-One Rookie Compensation Pool (excluding com-

pensatory selections), plus (B) one-third of the Undrafted Rookie Reservation shall equal

the Club’s Year-One Rookie Allocation.

(iii) The Year-One Formula Allotment attributed to each draft selection shall

be agreed to by the NFL and the NFLPA, and shall be provided to all Clubs, Rookies, and

agents of Rookies.

(A) The Year-One Formula Allotments for each non-compensatory Draft se-

lection shall be calculated using the following steps/methodology:

First: Determine the Year-One Rookie Compensation Pool (excluding compensa-

tory selections and one-third of the Undrafted Rookie Reservation) for the prior League

Year and deduct from that amount the cumulative minimum salaries for players with zero

Credited Seasons on a Club’s Active/Inactive List (“Minimum Salaries”) for all 224 non-

compensatory draft picks (the “Year-One Pool In Excess of Minimum Salaries”)

(“YOPIEMS”)) (e.g., in 2018, the Year-One Rookie Compensation Pool (excluding com-

pensatory selections and one-third of the Undrafted Rookie Reservation), was

$220,390,000; deduct Minimum Salaries of $107,520,000 (224 non-compensatory draft

picks × $480,000) to obtain the 2018 YOPIEMS of $112,870,000 ($220,390,000 -

$107,520,000)).

Second: Calculate the YOPIEMS for the current League Year (e.g., in 2019, the

Year-One Rookie Compensation Pool (excluding compensatory selections and one-third

of the Undrafted Rookie Reservation) was $232,741,000; deduct Minimum Salaries of

$110,880,000 (224 non-compensatory draft picks × $495,000) to obtain the 2019

YOPIEMS of $121,861,000 ($232,741,000 - $110,880,000)).

Third: Compare the current year YOPIEMS to the YOPIEMS for the prior League

Year to obtain the “Growth Percentage” (e.g., in 2019, ($121,861,000 ÷ $112,870,000) =

107.9658%).

Fourth: For each non-compensatory Draft selection from the prior League Year,

identify the amount of the Year-One Rookie Allocation in Excess of Minimum Salary

(“YORAIEMS”) by subtracting the minimum salary for a player with zero Credited Sea-

sons on a Club’s Active/Inactive List (“Minimum Salary”) from the Year-One Rookie

Allocation for that selection;

Fifth: Multiply the YORAIEMS for each non-compensatory Draft Selection in the

prior League Year by the Growth Percentage (as defined above) to determine the current

year YORAIEMS;

Sixth: Add the current year Minimum Salary (e.g., $495,000 in 2019) to the current

year YORAIEMS to obtain the current Year-One Rookie Allocation (“YORA”) for each

Draft Selection;

Seventh: Divide each Draft selection’s YORA by the current year Year-One Rookie

Compensation Pool (excluding compensatory selections and one-third of the Undrafted

Rookie Reservation) to obtain the current year Year-One Formula Allotment.

(B) The Year-One Formula Allotment for any compensatory selection for the

2020–2030 League Year shall be the mid-point, rounded to the nearest dollar, of the im-

mediately preceding and the immediately following non-compensatory selections (as

calculated pursuant to Subsection (A) above), except that the Year-One Formula Allot-

ment for any compensatory selection at the end of the seventh round shall be the same as

the Year-One Formula Allotment for the last selection in the seventh round.

(h) Year-One Minimum Allotment. “Year-One Minimum Allotment”

means, for each Drafted Rookie, a fraction (or such other amount to which the parties

may agree) that shall equal the selection’s absolute minimum share of the Year-One Rookie

Compensation Pool, calculated based upon the player’s round and position in the Draft

and expressed as a percentage of the Year-One Rookie Compensation Pool. The Year-

One Minimum Allotment for (i) every selection in the first and second round of the Draft,

and (ii) the first twenty-six selections in the third through seventh rounds of the Draft shall

equal the Year-One Formula Allotment for the final non-compensatory selection in that

round. The Year-One Minimum Allotment for the twenty-seventh through the final se-

lection in the third through seventh rounds of the Draft (excluding any compensatory

selections) shall equal (A) the Year-One Formula Allotment for the final non-compensa-

tory selection in that round minus (B) $4,000 divided by the Year-One Rookie

Compensation Pool. The Year-One Minimum Allotment for any compensatory selection

in each round shall equal the average of (A) the Year-One Formula Allotment for the final

non-compensatory selection in that round and (B) the Year-One Formula Allotment for

first selection in the succeeding round, minus (C) $4,000 divided by the Year-One Rookie

Compensation Pool. The Year-One Minimum Allotment for Compensatory Draft Selec-

tions shall be altered in a manner to be agreed upon by the parties if the position of

compensatory selections within each round is changed.

(i) Undrafted Rookie Reservation. For the 2020 League Year, the maxi-

mum amount per Club that may be paid to Undrafted Rookies as signing bonus or

amounts treated as signing bonus (the “Undrafted Rookie Reservation”) shall increase

over the maximum amount permitted for the 2019 League Year (i.e., $109,115) by the

percentage increase of the Total Rookie Compensation Pool. For the 2021 League Year,

a maximum of $160,000 per Club may be paid to Undrafted Rookies as signing bonus or

amounts treated as signing bonus. For the 2022 League Year and each subsequent League

Year, this amount shall increase by the percentage increase of the Total Rookie Compen-

sation Pool. For purposes of this Subsection, Total Rookie Compensation Pool shall

exclude any signing bonus (including any amounts treated as signing bonus) for an Un-

drafted Rookie (i.e., the Pool shall exclude any amounts included in the Undrafted Rookie

Reservation) and shall be adjusted to account for any forfeited Draft selections or supple-

mental Draft selections pursuant to Subsections 5(b)(i)-(ii) and 2(a)(vi) of this Article.

Section 2.

Operation:

(a)(i) For the 2020 League Year, the Total Rookie Compensation Pool (exclud-

ing compensatory selections and the Undrafted Rookie Reservation) may not exceed

$1,430,000,000. For the 2020 League Year, the Year-One Rookie Compensation Pool (ex-

cluding compensatory selections and one-third of the Undrafted Rookie Reservation) shall

equal $260,000,000.

(ii) In each of the 2021–2030 League Years, a “Baseline Year-One Pool” shall

be calculated. The Baseline Year-One Pool shall be defined as the sum of: (a) the Year-

One Rookie Compensation Pool (excluding compensatory selections and one-third of the

Undrafted Rookie Reservation) for the prior League Year; and (b) the Year-One Rookie

Compensation Pool (excluding compensatory selections and one-third of the Undrafted

Rookie Reservation) for the prior League Year multiplied by the percentage increase in the

Salary Cap (comparing the Salary Cap in the current League Year to the Salary Cap in the

prior League Year). By way of example only, if the Baseline Year-One Pool in the imme-

diately prior League Year equals $200,000,000, and the percentage increase in the Salary

Cap is 5%, then the Baseline Rookie Pool in the current League Year will equal

$210,000,000 (i.e., $200,000,000 plus $10,000,000 ($200,000,000 multiplied by 0.05)).

(iii) In each of the 2021-2030 League Years, a “Minimum Year-One Pool In-

crease” shall be calculated. The Minimum Year-One Pool Increase shall be defined as the

sum of: (a) the 224 non-compensatory draft picks multiplied by the annual increase in the

Minimum Salary of a player on a Club's Active/Inactive List with zero Credited Seasons;

and (b) one percent of the YOPIEMS for the prior League Year, as defined in Section

1(g)(iii)(A) above. By way of example, if the YOPIEMS for the prior League Year equal

$150 million, one percent of the YOPIEMS for the prior League Year equals $1.5 million,

and will be included in (but not added to) the current year’s Minimum Year-One Pool

Increase. By way of further example: if one percent of the YOPIEMS for a prior League

Year equals $1.5 million, then for years in which the Minimum Salary of a player on a

Club’s Active/Inactive List with zero Credited Seasons grows by $45,000, the Minimum

Year-One Pool Increase is $11.58 million (i.e., $45,000 multiplied by 224 equals $10.08

million, plus $1.5 million); for years in which the aforementioned Minimum Salary growth

is $50,000, the Minimum Year One Pool Increase is $12.7 million (i.e., $50,000 multiplied

by 224 equals $11.2 million, plus $1.5 million).

(iv) In each of the 2021–2030 League Years, the Year-One Rookie Compen-

sation Pool (excluding compensatory selections and one-third of the Undrafted Rookie

Reservation) shall increase each League Year to the greater of (i) the Baseline Year-One

Pool or (ii) the Year-One Rookie Compensation Pool (excluding compensatory selections

and one-third of the Undrafted Rookie Reservation) in the prior League Year plus the

Minimum Year-One Pool Increase.

(v) In each League Year in which the Year-One Rookie Compensation Pool

(excluding compensatory selections and one-third of the Undrafted Rookie Reservation)

increases by the Minimum Year-One Pool Increase, an amount equal to: (a) the prior

League Year’s Year-One Rookie Compensation Pool (excluding compensatory selections

and one-third of the Undrafted Rookie Reservation) plus the Minimum Year-One Pool

Increase (as calculated in the examples in Subsection 2(a)(iii) above); (b) minus the Baseline

Year-One Pool, shall be included in the “Rookie Pool Bank” and carried forward, with

Interest, and shall be applied to reduce the Year-One Rookie Compensation Pool (exclud-

ing compensatory selections and one-third of the Undrafted Rookie Reservation) in any

future League Year(s), provided that: (1) the Year-One Rookie Compensation Pool (ex-

cluding compensatory selections and one-third of the Undrafted Rookie Reservation) may

never increase by less than the Minimum Year-One Pool Increase; (2) the Year-One

Rookie Compensation Pool In Excess of Minimum Salaries (also referred to as

“YOPIEMS”) shall not be less than one hundred and one percent (101%) of the

YOPIEMS in the prior League Year; and (3) the parties may agree to defer application of

some or all of the Rookie Pool Bank in a League Year in which it otherwise could apply.

(vi) In the event of a forfeited selection in a Draft, the bank calculated pursuant

to this Section shall be reduced by an amount equal to: (A) the Year-One Formula Allot-

ment for that forfeited selection; multiplied by (B) the Year-One Rookie Compensation

Pool (excluding compensatory selections and one-third of the Undrafted Rookie Reserva-

tion). The Formula Allotments for these forfeited selections shall not be included in the

respective Club’s Year-One Rookie Allocation or Total Rookie Allocation for the applica-

ble League Year. For the avoidance of doubt, because of the forfeited selection, for the

applicable League Year, the sum of the Year-One Rookie Allocations for all Clubs shall

be less than the Year-One Rookie Compensation Pool, and the sum of the Total Rookie

Allocations for all Clubs shall be less than the Total Rookie Compensation Pool.

(vii) In each of the 2021–2030 League Years, excluding compensatory selec-

tions and the Undrafted Rookie Reservation, the Total Rookie Compensation Pool in each

League Year shall be the Year-One Rookie Compensation Pool (excluding compensatory

selections and one-third of the Undrafted Rookie Reservation) multiplied by 5.5 (e.g., the

ratio between the 2020 Year-One Rookie Compensation Pool (excluding compensatory

selections and one-third of the Undrafted Rookie Reservation) of $260,000,000 and the

2020 Total Rookie Compensation Pool (excluding compensatory selections and the Un-

drafted Rookie Reservation) of $1,430,000,000).

(b) All amounts of Rookie Salary contracted for in each and every year of a

Club’s Rookie Contracts shall count against the Total Rookie Compensation Pool and the

Club’s Total Rookie Allocation whether or not such amounts are earned by the player or

considered “likely to be earned” as set forth in Article 13.

Rookie Compensation Pool, the Club’s Year-One Rookie Allocation and the Total Rookie

Compensation Pool, whether or not such amounts are earned by the players or considered

“likely to be earned” as set forth in Article 13.

(d) No Club may enter into Rookie Contracts that, standing alone or in the

aggregate, provide for Year-One Rookie Salary that would exceed the Club’s Year-One

Rookie Allocation for that League Year. No Club may enter into Rookie Contracts with

Drafted Rookies that, standing alone or in the aggregate, provide for Year-One Rookie

Salary that would exceed the (i) Club’s Year-One Rookie Allocation for that League Year,

minus (ii) one-third of the Undrafted Rookie Reservation (i.e., one-third of the amount

calculated pursuant to Subsection 1(i) above).

(e) No Club may enter into Rookie Contracts that, standing alone or in the

aggregate, provide for aggregate Rookie Salary over all years of such Contracts that would

exceed the Club’s Total Rookie Allocation. No Club may enter into Rookie Contracts with

Drafted Rookies that, standing alone or in the aggregate, provide for Rookie Salary that

would exceed (i) the Club’s Total Rookie Allocation for that League Year, minus (ii) the

Undrafted Rookie Reservation.

(f) A Club may not sign a Drafted Rookie for Year-One Rookie Salary that is

less than the player’s Year-One Minimum Allotment multiplied by the Year-One Rookie

Compensation Pool.

(g) Notwithstanding the above, nothing shall prevent a Club from signing a

player for an amount in excess of his Year-One Formula Allotment multiplied by the

League-wide Year-One Rookie Compensation Pool, or his Year-One Minimum Allotment

multiplied by the Year-One Rookie Compensation Pool, provided that the Club has Room

available under its Year-One Rookie Allocation.

(h) In the event that a Rookie signs his Rookie Contract after the commence-

ment of the regular season, the Club must maintain Room under its Year-One Rookie

Allocation of at least the Rookie’s Year-One Minimum Allotment multiplied by the Year-

One Rookie Compensation Pool.

(i) All Rookie Contracts entered into by a Club and a Drafted or Undrafted

Rookie shall be subject to the provisions of Article 14 of this Agreement.

(j) Any contract that violates the intent of any provision of this Article shall

be disapproved. It is the intent of the parties to set an absolute maximum limit on the total

amount of compensation contracted for by Drafted and Undrafted Rookies in each Draft

class over the entire term of the players’ Rookie Contracts. If a contract signed by a

Drafted or Undrafted Rookie is disapproved by the Commissioner as being inconsistent

with the provisions of this Article in respect of (i) the mandatory term (length) of the

contract; (ii) permissible compensation pursuant to (1) the Year-One Rookie Compensa-

tion Pool, (2) the Total Rookie Compensation Pool, (3) the Club’s Year-One Rookie

Allocation, (4) the Club’s Total Rookie Allocation, (5) the 25% Increase Rule, (6) the

player’s Year-One Minimum Allotment, (7) the Fifth Year Option, (8) the Proven Perfor-

mance Escalator, or (9) the limit on the player’s permissible nonfootball compensation; or

(iii) guarantees; the disapproval shall be upheld by the System Arbitrator and the Appeals

Panel unless clear and convincing evidence demonstrates that the decision to disapprove

the contract was incorrect.

(k) None of the provisions of this Article shall affect a Club’s need for Room

under the Salary Cap to sign a Rookie Contract or the accounting rules governing the

Salary Cap set forth in Article 13.

Section 3.

Rookie Contracts:

(a) Contract Length. Every Rookie Contract shall have a fixed and unaltera-

ble contract length: (i) four years for Rookies selected in the first round of the Draft, with

a Club option for a fifth year as described in Section 7 below; (ii) four years for Rookies

selected in rounds two through seven of the Draft (including any compensatory draft se-

lections); and (iii) three years for Undrafted Rookies.

(b) Compensation Terms.

(i) Subject to Subsection (iv) below, Rookies drafted in the first round may

contract for only the following types of compensation: (1) Rookie Salary, (2) minimum

offseason workout per diem commencing in the contract’s second season; and (3) the

Fifth-Year Option as described in Section 7 below. Rookies drafted in the second through

seventh rounds may contract for only the following types of compensation: (1) Rookie

Salary, (2) minimum offseason workout per diem commencing in the contract’s second

season; and (3) the Proven Performance Escalator as described in Section 4 below.

(ii) Subject to Subsection (iv) below, Undrafted Rookies may contract for only

the following types of compensation: (1) Rookie Salary, (2) minimum offseason workout

per diem commencing in the contract’s second season, and (3) the applicable Minimum

Salary for players on the Club’s Active/Inactive List Salary and/or the applicable Mini-

mum Salary for players not on the Club’s Active/Inactive List.

(iii) Rookie Salary shall include only: (1) traditional signing bonus, defined as

signing bonus committed to the player by the Club upon execution of the contract (subject

to the player reporting to the Club and passing the physical examination), subject to any

forfeiture provisions to which the player and Club may agree to the extent permitted in

Article 4; (2) offseason workout bonus; (3) Paragraph 5 Salary (including any agreed-upon

provisions adjusting the player’s Paragraph 5 Salary based upon his roster status and/or

his number of Credited Seasons (“split contract provisions”) or deferring payment of his

earned Paragraph 5 Salary or advancing payment of non-guaranteed year-one Paragraph 5

Salary); (4) Paragraph 5 Salary guarantees (subject to the rules set forth in Subsection (h)

below); (5) the permitted performance incentives set forth in Section 6 below; (6) roster

bonus; and (7) reporting bonus.

(iv) (A) Aside from the terms outlined in Subsections (i) through (iii), above,

no cash or non-cash financial or economic consideration of any kind (e.g., suites, automo-

biles, loans, etc.) may be paid or promised to the player for any reason whatsoever

including, but not limited to, the player’s performance of nonfootball-related services with

the exception of an agreement that the player will make up to, but no more than, five

community relations/sponsor appearances or promotional activities per year on the Club’s

behalf in exchange for cash compensation at prevailing commercial rates not to exceed

$6,500 per appearance for the 2020-25 League Years, and not to exceed $9,000 per ap-

pearance for the 2026-30 League Years. In addition, whether or not the Club elects to

provide the player with cash compensation for any individual appearance, to the extent

the player incurs out-of-pocket expenses (e.g., parking fees, etc.) in connection with such

appearance, the Club may provide the player with cash reimbursement for such reasonable

out-of-pocket expenses upon the player’s submission of a written expense report satisfac-

tory to Club and applicable receipts. The Club may also provide the player with cash

reimbursement for actual mileage incurred, as approved by the Club, at the standard mile-

age rate in effect for the applicable period as published by the Internal Revenue Service.

Clubs may not contract for, or require the player to make more than five community rela-

tions/sponsor appearances or promotional activities per year.

(B) For any Rookie Contract executed during the term of this Agreement, the

player and the Club may agree to include a provision governing player appearances in the

Rookie Contract at the time of its execution by the parties; or if the player and the Club

do not elect to include a provision governing player appearances at the time of the con-

tract’s execution, any player appearances made by the player under his Rookie Contract

shall be deemed to have been made under Appendix R to this Agreement.

(i) (i) All Rookie Contracts shall use the standard-form Player Contract de-

scribed in Article 4 and set forth in Appendix A of this Agreement and may contain

minimum offseason workout per diem commencing in the contract’s second season.

Rookie Contracts for players drafted in round one shall contain the Fifth-Year Option

described in Section 7 below. Rookie Contracts for players drafted in rounds two through

seven shall contain the Proven Performance Escalator described in Section 4 below. A

Rookie Contract may also contain non-compensation terms relating to: (1) player appear-

ances/promotions; (2) workers’ compensation issues; (3) waivers of Club liability for

preexisting injuries/physical conditions; (4) forfeiture of compensation and/or of guaran-

tees to the extent permitted in Article 4; (5) deduction or repayment of advanced non-

guaranteed year-one Paragraph 5 Salary; (6) insurance policies; (7) tax implications; (8)

confidentiality (subject to Article 26); (9) the severability of unenforceable contract terms;

(10) legal/contractual interpretation issues; (11) representations and warranties that at the

time the contract is executed, no circumstances exist that would prevent the player’s con-

tinuing availability to the Club for the duration of the contract; (12) waiver of a Club’s

right to enforce any of the terms of Paragraph 3 of the NFL Player Contract; and (13)

waiver of a Club’s rights regarding the designations of, or the Required Tender amounts

for, Franchise or Transition Players. With the sole exception of the compensation terms

that appear in Subsection (b) above, the other permissible terms that appear in this Sub-

section, and, if applicable, the Proven Performance Escalator in Section 4 and the Fifth-

Year Option in Section 7 of this Article, any other contract terms will be deemed null and

void ab initio unless the parties to this Agreement agree otherwise.

(ii) Without limitation on any other operation or interpretation of Section 3(c)

of this Article (Other Permissible Terms), any Rookie Contracts executed on or after April

24, 2018 may not contain any individually negotiated provision that:

(A) grants a Club the unilateral right to convert any form of Salary to signing

bonus (i.e., “automatic conversion” provisions are prohibited);

(B) conditions a player’s entitlement to earn any performance incentive de-

scribed in Section 6 of this Article (Performance Incentives) upon (i) being in a particular

roster category (e.g., Active/Inactive, Reserve/Injured, etc.) on any particular date; or (ii)

the applicability or priority of statistical sources listed or enumerated in the contract pro-

vision;

other sport (i.e., “exclusive services” provisions are prohibited);

(D) prohibits a player from engaging in conduct that would constitute a viola-

tion of the NFL Anti-Tampering Policy by any NFL Club; or

(E) conditions the formation and binding effect of a player’s Rookie Contract

upon his ability to pass a physical examination administered by the Club Physician; pro-

vided, however, that nothing shall prohibit a Club and a player from agreeing that the

player’s entitlement to receive a signing bonus is subject to the player reporting to the Club

and passing a physical examination.

(iii) The NFLMC will provide Clubs with the sample language set forth below,

which Clubs may individually negotiate with players for inclusion in Rookie Contracts, and

which the NFLPA agrees that it would not challenge if such language is included without

modification or addition in a Rookie Contract; and Clubs and players remain free to ne-

gotiate other CBA-compliant language, but the NFLPA reserves its position that no other

language would comply with this Agreement, and the NFLMC and the NFLPA reserve

their respective rights concerning the enforceability of any other non-compensation terms

in such contracts:

(A) Deduction and Setoff: In addition to any other deductions permitted by

the NFL Collective Bargaining Agreement and this Contract, Player hereby expressly au-

thorizes and directs Club to deduct from any payment coming due to Player under this

Contract all or any part of: (i) any advance of non-guaranteed year-one Paragraph 5 Salary

made to Player; and (ii) any charges incurred by Player for goods and services provided by

Club, e.g., without limitation game tickets, mail services, and any similar items. Player shall

provide Club with written notice (email to the Club’s payroll department shall suffice) of

any dispute regarding such charges, which shall be resolved within three business days.

The assignment and/or termination of Player’s Contract shall not result in waiver of Club’s

right to seek to recover the full amount of any such advanced salary or reimbursement for

such goods or services;

(B) Marketing and Endorsements: Player acknowledges that Club has signifi-

cant relationships with sponsors and media partners. Player shall work and cooperate with

Club to support and enhance those relationships as provided herein, and shall participate

in media and sponsorship activities as follows:

(1) Player and Club agree to work with one another in good faith, as reasona-

bly requested by Club, with respect to Club media and marketing activities and, where

Player reasonably determines it is appropriate and possible to do so, Player agrees to use

all reasonable efforts to pursue media and marketing relationships with Club’s sponsors

and media partners;

(2) Player shall also, in cooperation with Club, use all reasonable efforts to

pursue media and marketing agreements with Club sponsors and media partners, before

commencing negotiations with any competitor of any Club sponsor or media partner. If

Player does not reach a mutually acceptable commercial agreement with a Club sponsor

or media partner after engaging in good faith negotiations to reach such an agreement, or

such negotiations are determined in good faith to be futile, Player shall notify the Club,

and shall thereafter be free to commence negotiations and reach agreements with compet-

itors of the applicable Club sponsors or media partners;

(3) Player agrees not to engage in any sponsorship or endorsement activity,

other than through Club, that would reasonably imply Club’s sponsorship, approval or

involvement, including by way of example, any use of any of Club’s names, marks, logos,

uniform designs or symbols;

(4) Player agrees to provide Club with the name and contact information of

his Primary Marketing Representative and to keep the Club up to date with respect to any

changes to his marketing representation;

(5) This paragraph (B) shall have no application to any current sponsorship,

promotion, media or endorsement agreement of Player already in effect as of the date of

this Contract, or as of the date of any assignment of this Player Contract by trade or waiver

to another Club;

(6) In no event shall Player be obligated pursuant to this paragraph to engage

in any marketing or media activity that Player reasonably determines is not in his best

interests; provided, however, that player shall participate in all other marketing or media

activities, as provided herein, as reasonably requested by Club;

(7) Player’s obligations hereunder shall be subject to the provisions of the

NFLPA Group Licensing Program; and

(8) The rights granted to Club under this paragraph are incremental to and

shall not be construed to limit any other rights granted to Club under this Contract.

requested in good faith by the Club Physician in connection with: (i) the treatment or

rehabilitation of any football-related injury or any non-football-related injury or illness; or

(ii) the purchase of any policy of insurance by club, the NFL, or Player to cover Player’s

inability to perform services required by his Player Contract, or any claim filed with the

carrier under such policy;

(D) Medical Information and Treatment: Player represents to Club that he is

and will maintain himself in excellent physical condition. Player will undergo a complete

physical examination by the Club Physician upon Club request, during which physical ex-

amination Player agrees to make full and complete disclosure of any physical or mental

condition known to him which might impair his performance under this Contract and to

respond fully and in good faith when questioned by the Club Physician about such condi-

tion; and

(E) Representations and Warranties: By executing this Contract, Player hereby

represents and warrants that, as of the date hereof, no circumstances exist that would

prevent Player’s continuing availability to the Club for the duration of this Contract, except

as otherwise disclosed to Club in writing.

(iv) Nothing in Subsections 3(c)(ii) or (iii) of this Article will add to, subtract

from, or alter in any way the terms of the standard NFL Player Contract.

(v) Reasonably prior to the initiation of a grievance or proceeding alleging a

violation of Subsection 3(c) of this Article, the NFLMC and the NFLPA shall confer in

person or by telephone to attempt to negotiate a resolution of the dispute.

(vi) With respect to Rookie Contracts executed prior to April 24, 2018, (i) any

non-compensation term that is prohibited by Section 3(c)(ii) of this Article shall be deemed

null and void ab initio; and (ii) the NFLMC and the NFLPA reserve their respective rights

concerning the enforceability of any other non-compensation term in such contracts.

(vii) In any proceeding regarding the enforceability of any non-compensation

term other than the terms that are alleged to be prohibited by Subsection 3(c)(ii), or au-

thorized by Subsection 3(c)(iii), such provisions (i.e., Subsections 3(c)(ii) and (iii)) may not

be referenced in any way in support of or in opposition to any argument that a non-com-

pensation term is prohibited or authorized by Article 7, Section 3(c).

(d) Prohibited Terms. The following contract provisions are prohibited in a

Rookie Contract: option bonuses, option exercise fees, option nonexercise fees, Salary

advances (other than advances of non-guaranteed year-one Paragraph 5 Salary as described

in Subsection (b)(iii)(3) above), voidable year(s) provisions, buybacks of voidable year(s)

provisions, and any “contract within the contract” (i.e., terms and conditions of a contem-

plated superseding contract within the Rookie Contract).

(e) 25% Increase Rule. No Rookie Contract may provide for an annual in-

crease of more than 25% of the player’s Year-One Rookie Salary unless such contract

provides only for Paragraph 5 Salary equal to the then-applicable Minimum Active/Inac-

tive Salary for each League Year of the Contract. By way of example, if a player drafted in

the second round signs a four-year contract with a $400,000 signing bonus, a $500,000

Paragraph 5 Salary, and no performance incentives in his first season, the player’s Year-

One Rookie Salary will equal $600,000, i.e., the prorated portion of his signing bonus

($100,000) plus his Paragraph 5 Salary ($500,000). Accordingly, the player’s maximum an-

nual increase in Rookie Salary may not exceed $150,000 ($600,000 × 25%).

(f) All Salary Included in Calculations. All Rookie Salary shall count to-

ward the Total Rookie Compensation Pool, the Year-One Rookie Compensation Pool,

the Club’s Year-One Rookie Allocation, the Club’s Total Rookie Allocation, and the 25%

Increase Rule.

(g) Signing Bonus Proration. The total amount of any signing bonus, or

amount treated as signing bonus, shall be prorated over the term of the Rookie Contract,

with a maximum proration of four years, on a straight-line basis beginning in the first year

of the player’s contract, such that each contract year (excluding year five for players se-

lected in round one of the draft) shall have an equal prorated amount, and such equal

prorated amount shall count in the calculation of Rookie Salary and against the Total

Rookie Compensation Pool for that Draft class and the Club’s Total Rookie Allocation in

each League Year of the contract. The amount prorated in the player’s first contract year

shall count in the calculation of Year-One Rookie Salary and against the Year-One Rookie

Compensation Pool for that Draft class and the Club’s Year-One Rookie Allocation.

(h) Guaranteed Rookie Salary. Rookie Salary (excluding the performance

incentives described in Section 6 below) may be guaranteed for skill, football-related injury

and/or Salary Cap-related contract terminations, provided, however, that no player’s

Rookie Salary (excluding performance incentives) in his third League Year or fourth

League Year (for Drafted Rookies) may be guaranteed for skill, football-related injury or

Salary Cap-related contract termination unless the player’s entire Rookie Salary (excluding

performance incentives) has been similarly guaranteed (i.e., for the same type(s) of contract

termination) in the immediately preceding year of the contract. By way of example, if a

Drafted Rookie signs a four-year contract with Rookie Salary (excluding performance in-

centives) of $1,000,000 in year one, $1,250,000 in year two, $1,500,000 in year three, and

$1,750,000 in year four, no portion of his year-four Rookie Salary may be guaranteed for

skill and injury unless the player’s full Rookie Salary (excluding performance incentives)

for year two ($1,250,000) and year three ($1,500,000) is also guaranteed for skill and injury.

For the avoidance of doubt, and by way of further example, a Club may guarantee year-

four Rookie Salary for injury only when the Club also guarantees years two and three either

just for injury, or for injury, skill, and Salary Cap-related termination.

(i) No Contingencies.

(i) A player’s Rookie Salary, as well as all other mandatory or permissible con-

tract terms (including, but not limited to, length of the contract and Salary guarantees),

may not change based upon any contingency (e.g., without limitation, roster condition,

offseason workout participation, playtime, honors, team or individual performance, the

player’s earning or not earning specific compensation, or the Club’s decision to forgo the

exercise of any contract rights). By way of example, if the player fails to earn a $100,000

incentive applicable to the second year of his contract, the unearned amount cannot be

added to a $100,000 incentive applicable to the third year of his contract, thereby resulting

in a $200,000 incentive.

(ii) Without limitation on any other operation or interpretation of this Subsec-

tion 3(i), no Rookie Contract may contain any provision that: (1) any workout bonus is

contingent upon the player participating in any minicamps and/or mandatory minicamps,

timely reporting to training camp, and/or being on the roster at the start and/or end of

the offseason workout program or on any particular date(s); (2) any roster bonus is con-

tingent upon the player participating in any minicamps and/or mandatory minicamps,

timely reporting to training camp, and/or completion of or any participation in the club’s

offseason workout program; and/or (3) any reporting bonus is contingent upon the player

participating in any minicamps and/or mandatory minicamp, completion of or any partic-

ipation in the club’s offseason workout program, and/or being on the Club’s roster at the

start and/or end of the offseason workout program or on any particular date(s). The pre-

ceding prohibition applies regardless of the League Year in which the bonus and/or any

contingency applies, and whether the bonus and any contingency are in the same League

Year or different League Years. The Commissioner shall disapprove pursuant to Subsec-

tion 2(j) above and Article 4, Section 6 of this Agreement, any Rookie Contract including

any such provision.

(iii) Nothing in this Article is intended to limit the right of a Club and player

to agree to circumstances in which roster, or reporting bonuses may be forfeitable in ac-

cordance with Article 4, Section 9, nor is anything in this Article is intended to limit

provisions for Player Contracts other than Rookie Contracts. For the avoidance of doubt,

nothing in this Article is intended to prohibit Clubs and players from agreeing to (1) the

workout conditions that must be satisfied for a player to earn a workout bonus (e.g., per-

centage of workouts, etc.), (2) the roster condition and date that must be satisfied for a

player to earn a roster bonus (e.g., Active/Inactive roster on the first day of the regular

season), or (3) the date and time by which the player must report to the Club to earn a

reporting bonus (e.g., timely reports to the first day of preseason training camp).

(j) Release or Trade of Drafted Rookies. (i) If a Drafted Rookie is released

prior to signing a Player Contract (i.e., the Club withdraws its Tender), the Club’s Year-

One Rookie Allocation will be reduced by the released player’s Year-One Minimum Al-

lotment multiplied by the Year-One Rookie Compensation Pool. In the event that a Draft

selection (i.e., a draft slot) is assigned to another Club prior to completion of the Draft,

the amount of the Year-One Formula Allotment for such selection shall be assigned to

the Club receiving the selection. A Club may not assign the exclusive negotiating rights to

a Drafted Rookie to another Club if such new Club does not have Room under its Year-

One Rookie Allocation equal to at least the original Year-One Minimum Allotment for

the player multiplied by the Year-One Rookie Compensation Pool. The New Club will not

receive any additional Room in its Year-One Rookie Allocation or Total Rookie Alloca-

tion.

(ii) If a Drafted Rookie is released by the drafting Club after signing his initial

contract and such player re-signs with the same Club at any point during the League Year

in which he was drafted, the signing Club may not enter into a contract with the player for

more than the Year-One Rookie Salary set forth in the first year of the player’s initial

contract with the Club, less any amounts the player earned under his initial contract before

his release, and the player’s Contract cannot provide for an annual increase in Salary (as

defined in Article 13) of more than 25% of the Year-One Rookie Salary in his initial Rookie

Contract.

(k) Renegotiations.

(i) A Rookie Contract for a Drafted Rookie may not be renegotiated,

amended or altered in any way until after the final regular season game of the player’s third

contract year.

(ii) A Rookie Contract for an Undrafted Rookie may not be renegotiated,

amended or altered in any way until after the final regular season game of the player’s

second contract year.

(iii) For the avoidance of doubt, any permissible renegotiated or extended

Player Contract shall not be considered a Rookie Contract, and shall not be subject to the

rules that limit Rookie Contracts.

Section 4.

Proven Performance Escalator:

(a) Subject to the phase-in rules and restrictions set forth in Subsection 4(c)

below, the Proven Performance Escalator is mandatory for Rookies drafted in the second

through seventh rounds. Rookies drafted in the first round and Undrafted Rookies are not

eligible to earn the Proven Performance Escalator.

(b) The Proven Performance Escalator is a three-level (“Level One”, “Level

Two”, and “Level Three”) non-negotiable amount by which an eligible player’s year-four

Paragraph 5 Salary may escalate provided the player achieves the applicable qualifier set

forth in Subsection (d) below. An eligible player who would otherwise qualify for more

than one of the Level One, Level Two, and Level Three escalators shall receive only the

highest such escalator. No player may receive more than one escalator. The Proven Per-

formance Escalator shall be deemed a part of every Rookie Contract of a player selected

in the second through seventh rounds by virtue of this Agreement and may not be sepa-

rately attached to such Rookie Contract.

ance of doubt, the Proven Performance Escalator, as defined in Subsection 4(b) above,

shall be subject to the following phase-in rules and restrictions:

(i) The Level One, Level Two and Level Three Proven Performance Escala-

tors for Rookies drafted in the second round shall begin to apply to players who were

selected in the 2018 Draft, such that any escalation of the player’s Paragraph 5 Salary shall

occur in the 2021 League Year. Players who were selected in the second round of any

Draft prior to the 2018 Draft are not eligible to earn the Level One, Level Two or Level

Three Escalators.

(ii) The Level One Proven Performance Escalator for Rookies drafted in the

third through seventh rounds shall begin to apply to players who were selected in the 2017

Draft, such that any escalation of the player’s Paragraph 5 Salary shall occur in the 2020

League Year.

(iii) The Level Two and Level Three Proven Performance Escalators for play-

ers selected in the third through seventh rounds shall begin to apply to players who were

selected in the 2018 Draft, such that any escalation of the player’s Paragraph 5 Salary shall

occur in the 2021 League Year. Players who were selected in the third through seventh

rounds of any Draft prior to the 2018 Draft are not eligible to earn the Level Two or Level

Three Escalators.

(d) Qualifiers.

(i) An eligible player selected in the second round will qualify for the Level

One Proven Performance Escalator in his fourth League Year if: (1) he participated in a

minimum of 60% of his Club’s offensive or defensive plays in any two of his first three

regular seasons; or (2) he participated in a “cumulative average” of at least 60% of his

Club’s offensive or defensive plays over his first three regular seasons (“Cumulative aver-

age” means the sum of the total number of offensive or defensive plays in which the player

participated over the applicable seasons, divided by the sum of the Club’s offensive or

defensive plays during the same seasons. By way of example, if a player participates in 450

of the Club’s 1,000 offensive plays in his first season, 650 of the Club’s 1,000 plays in his

second season, and 700 of the Club’s 1,000 plays in his third season for a total of 1,800

plays out of a possible 3,000, the cumulative average would equal 60%).

(ii) An eligible player selected in the third through seventh rounds will qualify

for the Level One Proven Performance Escalator in his fourth League Year if: (1) he par-

ticipated in a minimum of 35% of his Club’s offensive or defensive plays in any two of his

first three regular seasons; or (2) he participated in a “cumulative average” of at least 35%

of his Club’s offensive or defensive plays over his first three regular seasons. “Cumulative

average” means the sum of the total number of offensive or defensive plays in which the

player participated over the applicable seasons, divided by the sum of the Club’s offensive

or defensive plays during the same seasons. By way of example, if a player participates in

250 of the Club’s 1,000 offensive plays in his first season, 350 of the Club’s 1,000 plays in

his second season, and 450 of the Club’s 1,000 plays in his third season for a total of 1,050

plays out of a possible 3,000, the cumulative average would equal 35%.

(iii) An eligible player selected in the second through seventh rounds will qual-

ify for the Level Two Proven Performance Escalator in his fourth League Year if he

participated in a minimum of 55% of his Club’s offensive or defensive players in each of

his first three regular seasons.

(iv) An eligible player selected in the second through seventh rounds will qual-

ify for the Level Three Proven Performance Escalator in his fourth League Year if he was

selected to one or more Pro Bowls on the original ballot in any of his first three seasons.

(e) Amount.

(i) For players selected in the 2017 Draft, the Level One Proven Performance

Escalator under Subsection (d)(ii) above shall equal the difference between (i) the amount

of the Restricted Free Agent Qualifying Offer for a Right of First Refusal Only as set forth

in, or as calculated in accordance with, Article 9 for the League Year in such player’s fourth

season and (ii) the player’s year-four Rookie Salary (excluding signing bonus and amounts

treated as signing bonus). The resulting amount shall be added to the stated amount of the

player’s year-four Paragraph 5 Salary. By way of example, if a rookie drafted in round three

of the 2017 Draft has a year-four Rookie Salary of $2,150,000 (consisting of $1,400,000 in

Paragraph 5 Salary, $600,000 in signing bonus proration, $100,000 in an incentive, and a

$50,000 roster bonus), and the 2020 Restricted Free Agent Qualifying Offer for a Right of

First Refusal Only equals $2,125,000, then, upon achieving the qualifier, the player’s stated

Paragraph 5 Salary ($1,500,000) shall increase by $575,000 (i.e., $2,125,000 minus (1) the

$1,400,000 Paragraph 5 Salary, (2) the $100,000 incentive, and (3) the $50,000 roster bo-

nus). As a result, the player’s total earnable Salary in the 2020 League Year (minus his

signing bonus proration) shall be $2,125,000, consisting of the player’s $1,975,000 Para-

graph 5 Salary (as escalated), his $100,000 incentive, and his $50,000 roster bonus.

(ii) For players selected in the 2018 or any subsequent Draft, the Level One

Proven Performance Escalator under Subsections (d)(i) and (ii) above shall equal the dif-

ference between (i) the dollar amount of the Restricted Free Agent Qualifying Offer for a

Right of First Refusal and Draft Selection at Player’s Original Draft Round as set forth in,

or as calculated in accordance with, Article 9 for the League Year in such player’s fourth

season and (ii) the player’s year-four Rookie Salary (excluding signing bonus and amounts

treated as signing bonus). The resulting amount shall be added to the stated amount of the

player’s year-four Paragraph 5 Salary. By way of example, if a rookie drafted in round two

of the 2018 Draft has a year-four Rookie Salary of $2,550,000 (consisting of $1,500,000 in

Paragraph 5 Salary, $900,000 in signing bonus proration, $100,000 in an incentive, and a

$50,000 roster bonus), and the 2021 Restricted Free Agent Qualifying Offer for a Right of

First Refusal and Draft Selection at Player’s Original Draft Round equals $2,400,000, then,

upon achieving the qualifier, the player’s stated Paragraph 5 Salary ($1,500,000) shall in-

crease by $750,000 (i.e., $2,400,000 minus (1) the $1,500,000 Paragraph 5 Salary, (2) the

$100,000 incentive, and (3) the $50,000 roster bonus). As a result, the player’s total earna-

ble Salary in the 2021 League Year (minus his signing bonus proration) shall be $2,400,000,

consisting of the player’s $2,250,000 Paragraph 5 Salary (as escalated), his $100,000 incen-

tive, and his $50,000 roster bonus.

(iii) The Level Two Proven Performance Escalator under Subsection (d)(iii)

above shall equal the difference between (i) the dollar amount of the Restricted Free Agent

Qualifying Offer for a Right of First Refusal and Draft Selection at Player’s Original Draft

Round as set forth in, or as calculated in accordance with, Article 9 for the League Year in

such player’s fourth season, plus $250,000 and (ii) the player’s year-four Rookie Salary

(excluding signing bonus and amounts treated as signing bonus). The resulting amount

shall be added to the stated amount of the player’s year-four Paragraph 5 Salary. By way

of example, if a rookie drafted in round two of the 2018 Draft has a year-four Rookie

Salary of $2,550,000 (consisting of $1,500,000 in Paragraph 5 Salary, $900,000 in signing

bonus proration, $100,000 in an incentive, and a $50,000 roster bonus), and the 2021 Re-

stricted Free Agent Qualifying Offer for a Right of First Refusal and Draft Selection at

Player’s Original Draft Round, plus $250,000, equals $2,650,000, then, upon achieving the

qualifier, the player’s stated Paragraph 5 Salary ($1,500,000) shall increase by $1,000,000

(i.e., $2,650,000 minus (1) the $1,500,000 Paragraph 5 Salary, (2) the $100,000 incentive,

and (3) the $50,000 roster bonus). As a result, the player’s total earnable Salary in the 2021

League Year (minus his signing bonus proration) shall be $2,650,000, consisting of the

player’s $2,500,000 Paragraph 5 Salary (as escalated), his $100,000 incentive, and his

$50,000 roster bonus.

(iv) The Level Three Proven Performance Escalator under Subsection (d)(iv)

above shall equal the difference between (i) the dollar amount of the Restricted Free Agent

Qualifying Offer for a Right of First Refusal and One Second Round Draft Selection set

forth in, or as calculated in accordance with, Article 9 for the League Year in such player’s

fourth season and (ii) the player’s year-four Rookie Salary (excluding signing bonus and

amounts treated as signing bonus). The resulting amount shall be added to the stated

amount of the player’s year-four Paragraph 5 Salary. By way of example, if a rookie drafted

in round two of the 2018 Draft has a year-four Rookie Salary of $2,550,000 (consisting of

$1,500,000 in Paragraph 5 Salary, $900,000 in signing bonus proration, $100,000 in an

incentive, and a $50,000 roster bonus), and the 2021 Restricted Free Agent Qualifying

Offer for a Right of First Refusal and One Second Round Draft Selection equals

$3,900,000, then, upon achieving the qualifier, the player’s stated Paragraph 5 Salary

($1,500,000) shall increase by $2,250,000 (i.e., $3,900,000 minus (1) the $1,500,000 Para-

graph 5 Salary, (2) the $100,000 incentive, and (3) the $50,000 roster bonus). As a result,

the player’s total earnable Salary in the 2021 League Year (minus his signing bonus prora-

tion) shall be $3,900,000, consisting of the player’s $3,750,000 Paragraph 5 Salary (as

escalated), his $100,000 incentive, and his $50,000 roster bonus.

(f) The amount by which a player’s Paragraph 5 Salary may increase pursuant

to this section shall not be considered Rookie Salary and shall not count toward the Total

Rookie Compensation Pool, the Club’s Total Rookie Allocation, or the 25% Increase Rule.

(g) No portion of the Proven Performance Escalator may be guaranteed for

skill, football-related injury or Salary Cap-related contract termination either before or af-

ter the player has achieved the qualifiers for the Escalator.

Section 5.

Additional Terms:

(a) If, pursuant to Article 6, Section 2 and/or Article 10, Section 12, a Club

has one or more Compensatory Draft Selections, an amount shall be added to the Club’s

Year-One Rookie Allocation, the Club’s Total Rookie Allocation, the Total Rookie Com-

pensation Pool, and the Year-One Rookie Compensation Pool, based upon a Year-One

Formula Allotment to be agreed upon by the NFL and the NFLPA. In the event that a

Club signs a Player Contract with a Drafted Rookie who was drafted in a prior League

Year, an additional amount shall be added to that Club’s Year-One Rookie Allocation, and

to the Year-One Rookie Compensation Pool, equal to the lower of (i) the Player’s Year-

One Formula Allotment multiplied by the Year-One Rookie Compensation Pool in the

League Year in which the player was drafted or (ii) the amount of unused Room under the

Club’s Year-One Rookie Allocation for the League Year in which the player was drafted.

A corresponding amount shall also be added to that Club’s Total Rookie Allocation and

to the Total Rookie Compensation Pool, based upon the amount described above. Not-

withstanding the above, the Drafted Rookie’s Year-One Minimum Allotment multiplied

by the Year-One Rookie Compensation Pool will continue to count against the Club’s

Year-One Rookie Allocation in the year the player was drafted.

(b) In the event that the NFL holds a Supplemental Draft in addition to its

annual Draft, adjustments shall be made to the Total Rookie Compensation Pool, Year-

One Rookie Compensation Pool, the Club’s Total Rookie Allocation and the Club’s Year-

One Rookie Allocation as follows:

(i) The Rookie Allotment for a Supplemental Draft Selection shall be the

same amount as the Rookie Allotment for that round and selection in that League Year’s

regular Draft. If any Club makes a selection in the Supplemental Draft, then that Club’s

Year-One Rookie Allocation shall be deemed increased by an amount equal to the Rookie

Allotment for such selection, and the Year-One Rookie Compensation Pool and Total

Rookie Compensation Pool for that League Year shall be deemed to have a corresponding

increase.

(ii) For any such Supplemental Draft selection: (A) if the Rookie Allotment

corresponding to where the Club would have been selecting in that round in the next

League Year’s Draft is less than the Rookie Allotment afforded the Club for that Supple-

mental Draft selection, then the difference shall be added to the Rookie Pool Bank

calculated pursuant to Subsection 2(a)(iv) of this Article (so that, in a future League Year,

the Year-One Rookie Compensation Pool can be decreased by that difference (thereby

also reducing the Total Rookie Compensation Pool)); or (B) if the Rookie Allotment cor-

responding to where the Club would have been selecting in that round in the next League

Year’s Draft is greater than the Rookie Allotment afforded the Club for the Supplemental

Draft selection, then the difference shall be subtracted from the Rookie Pool Bank calcu-

lated pursuant to Subsection 2(a)(iv) of this Article (so that, in a future League Year, the

Year-One Rookie Compensation Pool can be increased by that difference (thereby also

increasing the Total Rookie Compensation Pool)); further provided that if there is other-

wise no Rookie Pool Bank pursuant to Subsection 2(a)(iv) of this Article, then: (C) in any

League Year prior to the Final League Year, the amount of the difference shall be placed

in a “Supplemental Draft bank” as either a positive amount (in the case of a difference

under (A) above) or a negative amount (in the case of a difference under (B) above) to be

carried forward, with Interest, and applied to the Year-One Rookie Compensation Pool

in the Final League Year unless the Parties agree otherwise; (D) in the Final League Year,

the amount of any such difference shall be applied immediately to the Year-One Rookie

Compensation Pool unless the Parties agree otherwise; and (E) provided further that the

Year-One Rookie Compensation Pool in any League Year may not fall below the Mini-

mum Year-One Pool Increase.

(iii) By way of hypothetical

examples

, if Club A selected a

playe

in the Supple-

mental Draft in the 2019 League Year using the second selection in the second round,

which had a Rookie Allotment

of $1,450,000

, but the Club’s actual position in the 2020

Draft would have been the seventh

selection

that round, which would have had a

Rookie Allotment of $1,400,000, then the Rookie Pool Bank would

increased by

$50,000. If Club B selected a

player

in the Supplemental Draft in the 2019 League Year

using the twentieth selection in the third round, which had a Rookie Allotment of

$750,000, but

the

Club’s actual position in the 2020 Draft would have been the first

se-

lection in the third

round,

which would have had a Rookie Allotment of $700,000, then

the Rookie Pool Bank would be decreased by $50,000. If either scenario occurred in the

Final

League

Year, or in a

year

in which there was no Rookie Pool Bank, then the adjust-

ment would instead be made as provided in Subsection (ii)

above. For purposes of

Subsections (i)-(iii) above, “Rookie Allotment” means the Year-One Formula Allotment

for that selection multiplied by the Year-One Rookie Compensation Pool (excluding

Compensatory Selections and one-third of the Undrafted Rookie Reservation).

League

Year but who

has

never signed a Player Contract

with

a Club in a prior League

Year (e.g., a player who signed a contract with another professional league before

signing a Player Contract

with

a Club) receives offseason workout compensation pur-

suant to Article 21, Section 3 prior to the commencement of a Club’s Rookie Football

Development Program, the cumulative amount of such

daily

compensation shall not

count against the Club’s Year-One Rookie Compensation Pool or

the

Club’s Total

Rookie Compensation

Pool.

(d) In any League Year in which one or more expansion Teams enter the

League, the amount of the Total Rookie Compensation Pool and the Year-One Rookie

Compensation Pool shall be increased proportionally (e.g., by 1/32 for every Expansion

Team added to a 32 Team League) to account for the additional Draft selections of any

such expansion Teams.

(e) If a Club has a Rookie Football Development Program apart from its al-

lowable minicamp(s) prior to its training camp, the following categories of per player

reimbursements or payments will not be counted against the Year-One Rookie Compen-

sation Pool or the Total Rookie Compensation Pool: (1) one round trip airline ticket or its

cash equivalent from the player’s place of residence to the Club city and back, not to ex-

ceed $2,500; (2) room and board or its equivalent of up to $250 per day for the 2020-2025

League Years, and $300 per day for the 2026-2030 League Years, up to a maximum of

sixty days; (3) ground transportation to and from the player’s place of residence in the

Club’s city to the Club’s facility; and (4) daily amounts the player receives for any workouts

or classroom instruction in which the player participates pursuant to the Club’s Rookie

Football Development Program or any voluntary or mandatory veteran minicamp, as pro-

vided in Article 22, Section 8(b) and Section 4 (c), respectively.

(f) Until a Drafted Rookie signs a Rookie Contract, the Year-One Minimum

Allotment for that player multiplied by the Year-One Rookie Compensation Pool shall

count against the Club’s Year-One Rookie Allocation. If a Drafted Rookie accepts the

Required Tender described in Article 6, Section 3, then the player must be paid in his first

season at the rate of the Minimum Allotment multiplied by the Year-One Rookie Com-

pensation Pool.

Section 6.

Performance Incentives:

(a) Rookie Contracts for players selected in rounds one and two may contain

performance incentives based upon achievement of an agreed-upon offensive or defensive

regular season playtime percentage (calculated by dividing the player’s total regular season

plays (offensive or defensive) by the Club’s total regular season plays) of at least (i) 35%

in the first year of his initial contract or (ii) 45% in any subsequent year of such a contract.

Rookie Contracts for players selected in rounds three through seven and Undrafted Rook-

ies may contain performance incentives based upon achievement of an agreed-upon

offensive or defensive regular season playtime percentage (calculated by dividing the

player’s total regular season plays (offensive or defensive) by the Club’s total regular season

plays) of at least (i) 15% in the first year of his initial contract or (ii) 30% in any subsequent

year of such a contract. Any performance incentive for less than the offensive or defensive

playtime percentages described above or based upon the achievement of any other statistic

or honor is prohibited.

(b) All performance incentives shall be considered Rookie Salary, shall count

at the highest possible earnable amount for each League Year the incentive is applicable,

and will be included in the 25% Increase Rule, Year-One Rookie Salary (if applicable), the

Total Rookie Compensation Pool, the Year-One Rookie Compensation Pool (if applica-

ble), the Club’s Total Rookie Allocation, and the Club’s Year-One Rookie Allocation (if

applicable).

current League Year and may not be guaranteed for skill, injury or Salary Cap-related con-

tract terminations.

(d) Performance incentives may not be modified, nullified, or created by

achievement of or failure to achieve other incentives.

(e) Unearned performance incentives in a current year may not be carried for-

ward into future years. Earned performance incentives may not negate future year

performance incentives or create additional incentives.

(f) A player’s achievement of an incentive may not determine or affect

whether he will or may achieve any performance incentive in a subsequent season.

(g) Performance incentives based upon individual performance for ranking on

the Club or in the League, Division or Conference (e.g., leading the Club in offensive

playtime) are prohibited.

(h) A performance incentive must be based only upon a specific numerical

playtime amount. For example, an incentive may provide for a player to receive a bonus if

he participates in 40% of his Club’s offensive plays, but it may not provide for the player

to receive the performance incentive if he improves in playtime over a prior season.

(i) For any Rookie Contract that is executed during the term of this Agree-

ment, players and Clubs may agree to include the Performance Incentive described in this

Section.

Section 7.

Fifth-Year Option for First Round Selections:

(a) Exercise Period. A Club has the unilateral right to extend from four years

to five years the term of any Rookie Contract of a player selected in the first round of the

Draft (the “Fifth-Year Option”). To do so, the Club must give written notice to the player

after the final regular season game of the player’s third season but prior to May 3 of the

following League Year (i.e., year four of the contract). Any notice required or permitted

to be given by a Club to a player under this Section shall be sent either by personal delivery,

or by overnight mail, or be electronic mail in .pdf form, in each case a confirmation copy

shall also be sent by first class mail, addressed as follows:

(i) To the player (for overnight and first class mail): to his address on file

with the Club, or if no such address is on file with the Club, to any address where the Club

reasonably expects the player to be located.

(ii) To the NFLPA:

(a) Mailing Address (for overnight and first class mail):

NFL Players Association

63 Gene Upshaw Place

1133 20

Street, NW

Washington, DC 20036

Attention: Mark Levin

(b) Electronic Mail Address (in .pdf form required):

[email protected]

(iii) To the NFL:

(a) Mailing Address (for overnight and first class mail):

National Football League

345 Park Avenue

New York, NY 10154

(b) Electronic Mail Address (.pdf form required):

[email protected]

Any written notice required or permitted to be given by a Club to a player under this

Subsection shall be deemed given when sent by the Club.

(b) Compensation Terms. The Fifth-Year Option is a non-negotiable,

standard fixed Paragraph 5 Salary calculated pursuant to Subsections (e), (f), and (g) below.

Any compensation terms other than the player’s Paragraph 5 Salary described in Subsec-

tions (e), (f), and (g) below are prohibited.

tion shall, if exercised, be as set forth below. The Fifth-Year Option shall also contain all

permissible non-compensation terms from the player’s year-four contract carried forward

unchanged. The Fifth-Year Option shall be deemed a part of every Rookie Contract of a

player selected in the first round by virtue of this Agreement and may not be separately

attached to such Rookie Contract.

(d) Prohibited Terms Related to the Option. In a Rookie Contract, there

may be no option bonuses, option exercise fees, nonexercise fees, option buyout amounts

or any other form of payment that vests as a result of the Club either (i) exercising the

Fifth-Year Option, or (ii) declining to exercise the Fifth Year Option. For example, no

amount contracted for or paid to the player for years one through four of his Rookie

Contract may be contingent upon the exercise or nonexercise of the Fifth-Year Option.

The Club may not waive its unilateral right to exercise or not to exercise the Fifth Year

Option.

(e) Fifth-Year Option for First Ten Selections in Round One of the 2016

and 2017 Drafts.

(i) For a Drafted Rookie selected with one of the first ten overall picks in the

2016 or 2017 Drafts, the Paragraph 5 Salary for the player’s Fifth-Year Option shall equal

the Transition Tender that applies in the League Year that is the fourth year of the Rookie’s

Contract (as calculated pursuant to Article 10, Section 4) for players at the same position

(using the categories in Article 10, Section 7(a)) at which the Rookie participated in the

most plays during his third League Year. No other Salary (other than the minimum off-

season workout per diem and compensation for community relations/sponsor

appearances or promotional activities (subject to the maximum amounts permitted in Sec-

tion 3(b)(iv) above)) is permitted for the Fifth-Year Option.

(ii) For any player drafted with any selection (1-32) in the first round of the

2016 or 2017 Drafts, the entire Paragraph 5 Salary for the Fifth-Year Option shall be

guaranteed for injury-related termination only, effective upon the Club’s exercise of the

Option. The entire Paragraph 5 Salary for the Fifth-Year Option shall be guaranteed for

skill, injury, and Salary Cap-related termination if the player is on his Club’s active roster

(Active List) at the start of the player’s fifth League Year (i.e., the option year).

(iii) The Fifth-Year Option Paragraph 5 Salary for any player drafted with any

selection (1-32) in the first round of the 2016 or 2017 Drafts shall not be considered

Rookie Salary and will not count against the Total Rookie Compensation Pool, or against

the Club’s Total Rookie Allocation, or for purposes of the 25% Increase Rule.

(f) Fifth-Year Option for All Other Selections in Round One of the 2016

and 2017 Drafts.

(i) For any other Drafted Rookie selected in round one of the 2016 or 2017

Drafts, the Paragraph 5 Salary for the player’s Fifth-Year Option shall equal an amount

that would apply in the fourth League Year of the Rookie Contract if one calculated the

Transition Tender for that League Year by using the same methodology as set forth in

Article 10, Section 4, but using the applicable third through twenty-fifth highest Salaries

(as “Salary” is defined in Article 10) (as opposed to the ten highest Salaries) for players at

the same position (using the categories in Article 10, Section 7(a)) at which the Rookie

participated in the most plays during his third League Year. No other Salary (other than

the minimum offseason workout per diem and compensation for community rela-

tions/sponsor appearances or promotional activities (subject to the maximum amounts

permitted in Section 3(b)(iv) above)) is permitted for the Fifth-Year Option.

(ii) For any player drafted with any selection (1-32) in the first round of the

2016 or 2017 Drafts, the entire Paragraph 5 Salary for the Fifth-Year Option shall be

guaranteed for injury-related termination only, effective upon the Club’s exercise of the

Option. The entire Paragraph 5 Salary for the Fifth-Year Option shall be guaranteed for

skill, injury, and Salary Cap-related termination if the player is on his Club’s roster at the

start of the player’s fifth League Year (i.e., the option year).

(iii) The Fifth-Year Option Paragraph 5 Salary for any player drafted with any

selection (1-32) in the first round of the 2016 or 2017 Drafts shall not be considered

Rookie Salary and will not count against the Total Rookie Compensation Pool, or against

the Club’s Total Rookie Allocation, or for purposes of the 25% Increase Rule.

(g) Fifth-Year Option for All Selections in Round One of the 2018 and

Subsequent Drafts.

(i) For a Drafted Rookie selected in the first round of the 2018 or any subse-

quent Draft, who is not selected to a Pro Bowl on the original ballot during any of his first

three seasons and who did not (1) participate in a minimum of 75% of his Club’s offensive

or defensive plays in any two of his first three regular seasons; or (2) participate in a “cu-

mulative average” of at least 75% of his Club’s offensive or defensive plays over his first

three regular seasons; or (3) participate in a minimum of 50% of his Club’s offensive or

defensive plays in each of his first three regular seasons, the Paragraph 5 Salary for the

player’s Fifth-Year Option shall equal an amount that would apply in the fourth League

Year of the Rookie Contract if one calculated the Transition Tender for that League Year

by using the same methodology as set forth in Article 10, Section 4, but using the applica-

ble third through twenty-fifth highest Salaries (as “Salary” is defined in Article 10) (as

opposed to the ten highest Salaries) for players at the same position (using the categories

in Article 10, Section 7(a)) at which the Rookie participated in the most plays during his

third League Year. No other Salary (other than the minimum offseason workout per diem

and compensation for community relations/sponsor appearances or promotional activi-

ties (subject to the maximum amounts permitted in Section 3(b)(iv) above)) is permitted

for the Fifth-Year Option. “Cumulative average” means the sum of the total number of

offensive or defensive plays in which the player participated over the applicable seasons,

divided by the sum of the Club’s offensive or defensive plays during the same seasons.

(ii) For a Drafted Rookie selected in the first round of the 2018 or any subse-

quent Draft who is not selected to a Pro Bowl on the original ballot during any of his first

three seasons but who (1) participated in a minimum of 75% of his Club’s offensive or

defensive plays in any two of his first three regular seasons; or (2) participated in a “cumu-

lative average” of at least 75% of his Club’s offensive or defensive plays over his first three

regular seasons; or (3) participated in a minimum of 50% of his Club’s offensive or defen-

sive plays in each of his first three regular seasons, the Paragraph 5 Salary for the player’s

Fifth-Year Option shall equal an amount that would apply in the fourth League Year of

the Rookie Contract if one calculated the Transition Tender for that League Year by using

the same methodology as set forth in Article 10, Section 4, but using the applicable third

through twentieth highest Salaries (as “Salary” is defined in Article 10) (as opposed to the

ten highest Salaries) for players at the same position (using the categories in Article 10,

Section 7(a)) at which the Rookie participated in the most plays during his third League

Year. No other Salary (other than the minimum offseason workout per diem and com-

pensation for community relations/sponsor appearances or promotional activities (subject

to the maximum amounts permitted in Section 3(b)(iv) above)) is permitted for the Fifth-

Year Option. “Cumulative average” means the sum of the total number of offensive or

defensive plays in which the player participated over the applicable seasons, divided by the

sum of the Club’s offensive or defensive plays during the same seasons.

(iii) For a Drafted Rookie selected in the first round of the 2018 or any subse-

quent Draft who is selected to one, but not more than one, Pro Bowl on the original ballot

during any of his first three seasons, the Paragraph 5 Salary for the player’s Fifth-Year

Option shall equal the Transition Tender that applies in the League Year that is the fourth

year of the Rookie’s Contract (as calculated pursuant to Article 10, Section 4) for players

at the same position (using the categories in Article 10, Section 7(a)) at which the Rookie

participated in the most plays during his third League Year. No other Salary (other than

the minimum offseason workout per diem and compensation for community rela-

tions/sponsor appearances or promotional activities (subject to the maximum amounts

permitted in Section 3(b)(iv) above)) is permitted for the Fifth-Year Option.

(iv) For a Drafted Rookie selected in the first round of the 2018 or any subse-

quent Draft who is selected to two or more Pro Bowls on the original ballot during any of

his first three seasons, the Paragraph 5 Salary for the player’s Fifth-Year Option shall equal

the Franchise Tender that applies in the League Year that is the fourth year of the Rookie’s

Contract (as calculated pursuant to Article 10, Section 2) for players at the same position

(using the categories in Article 10, Section 7(a)) at which the Rookie participated in the

most plays during his third League Year. No other Salary (other than the minimum off-

season workout per diem and compensation for community relations/sponsor

appearances or promotional activities (subject to the maximum amounts permitted in Sec-

tion 3(b)(iv) above)) is permitted for the Fifth-Year Option.

(v) For any Drafted Rookie selected in the first round of the 2018 or any sub-

sequent Draft, the entire Paragraph 5 Salary for the Fifth-Year Option shall become

guaranteed for skill, injury, and Salary Cap-related termination, effective upon the Club’s

exercise of the Option. In the event that the entire Paragraph 5 Salary for the fourth year

of the player’s Rookie Contract is not guaranteed for skill, injury, and Salary Cap-related

termination, the non-guaranteed amount shall become guaranteed for skill, injury, and Sal-

ary-Cap related termination effective upon the Club’s exercise of the Option. Upon

exercise of the Option, the above-described guarantees shall be subject to the terms and

conditions of any pre-existing individually negotiated non-compensation term in year four

of the player’s contract relating to the forfeiture of guarantees (also referred to as “void

provisions” in this Subsection for the sake of convenience), to the extent permitted in

Article 4, Section 9(g) (“Voiding of Guarantees”). In addition to applying to the previously

non-guaranteed amount in the fourth League Year of the player’s contract, the year-four

guarantee void provision shall be carried forward to, and shall be applicable to, the player’s

Paragraph 5 Salary in the fifth League Year of his contract (the “option year”) unchanged

except to the extent necessary to effect the enforceability of such provisions (e.g., without

limitation, changes regarding the applicable contract year of such provisions and the

amount of the year-five guarantee). Any such changes shall be deemed to have been auto-

matically made effective upon the Club’s exercise of the Option. The year-four guarantee,

which is applicable to both: (i) the previously non-guaranteed amount of a player’s year-

four Paragraph 5 Salary; and (ii) the player’s Paragraph 5 Salary in the option year, shall be

void if the player breaches the terms and conditions of that guarantee: (i) at any time in

the fourth League Year of the player’s contract after the Option has been exercised; or (ii)

at any time in the fifth League Year of the player’s contract after the Option has been

exercised. By way of example, without limitation to other examples, if a player’s year-four

Paragraph 5 Salary is $4 million, of which $3 million is guaranteed upon contract execution

for Skill, Injury, and Salary Cap-related termination subject to an individually negotiated

void provision, and the player’s Paragraph 5 Salary for his Fifth-Year Option is $9 million,

and the Club elects to exercise that Option on May 2 of the contract’s fourth League Year,

then the previously non-guaranteed $1 million of the player’s year-four Paragraph 5 Salary

and the full $9 million of the player’s Paragraph 5 Salary in the fifth League Year would

become guaranteed for Skill, Injury, and Salary Cap-related termination upon exercise of

the Club’s Option, subject to the individually negotiated void provision applicable to the

$3 million Paragraph 5 Salary guarantee, which void provision would become applicable

to the previously non-guaranteed amount of the player’s year-four Paragraph 5 Salary, and

would carry forward, and become applicable to, the $9 million Paragraph 5 Salary guaran-

tee in the option year. If at any time after the Fifth-Year Option is exercised on May 2 of

the fourth year of the contract, including at any time during the fifth League Year, the

player breaches the terms and conditions of the guarantee, then the guarantee applicable

to the previously non-guaranteed amount of the player’s year-four Paragraph 5 Salary of

$1 million and the $9 million Paragraph 5 Salary in the option year shall automatically be

null and void. For the avoidance of doubt, in this example the $3 million that was guaran-

teed upon contract execution for skill, injury and Salary Cap-related termination (i.e., not

as the result of the Club’s exercise of the Option as described above) shall at all times

remain subject to the terms of the provision in the player’s Rookie Contract relating to the

voiding of that year-four guarantee. For the avoidance of doubt, in the event that guarantee

has voided as the result of a prior breach of its terms and conditions, the entire amount of

the player’s Paragraph 5 Salary in year four shall become guaranteed for skill, injury, and

Salary Cap-related termination upon exercise of the Option, subject to the further terms

and conditions of this Subsection.

(vi) The Fifth-Year Option Paragraph 5 Salary for any player drafted with any

selection (1-32) of the first round of the 2018 or any subsequent Draft shall not be con-

sidered Rookie Salary and will not count against the Total Rookie Compensation Pool, or

against the Club’s Total Rookie Allocation, or for purposes of the 25% Increase Rule.

(h) Breach. (i) Notwithstanding anything to the contrary in Article 42 or Ar-

ticle 4, after the Club has exercised its Fifth-Year Option for any player selected in the first

round of the 2016 or any subsequent Draft, any unexcused late reporting to or absence

from preseason training camp by a player in the fifth League Year of his contract (the

option year) shall subject the player to a fine of $40,000 per day for the 2020-2025 League

Years and $45,000 per day for the 2026-2030 League Years, plus one week’s regular season

salary for each preseason game missed. For purposes of this Subsection, Preseason Train-

ing Camp shall be defined as the period beginning with the mandatory reporting date for

that player through the Sunday immediately preceding the first game of the NFL regular

season. For the sake of clarity and the avoidance of doubt, the Progressive Discipline re-

quirement set forth in Article 42, Section 1(a) shall not apply to any fine under this

Subsection.

(ii) Nothing in this Section (h) shall preclude a player selected in the first round

of the 2016 or any subsequent Draft and a Club from agreeing to contract provisions

relating to the forfeiture of Salary earnable in any League Year prior to the player’s option

year, subject to the restrictions set forth in Article 4, Section 9.

Section 8.

Salary Cap Treatment: For purposes of Team Salary under the Salary Cap,

Rookie Contracts shall be valued pursuant to Article 13, Section 7, provided that any per-

formance incentives (as described in Section 6 of this Article) in year one of the Rookie

Contract shall be deemed “likely to be earned.”

Section 9.

Rookie Redistribution Fund:

(a) In each League Year of this Agreement other than the 2020 League Year,

the NFL and the NFLPA shall create a fund known as the Rookie Redistribution Fund

(the “Fund”) that will be treated in the same manner as any other Player Benefit Cost,

provided that the NFLPA provides the NFL with notice prior to the issuance of the Initial

Special Purpose Letter that the NFLPA desires to have the Fund and indicates the amount

of the Fund. The maximum amount of this Fund shall be $64 million for the 2021 League

Year. The maximum amount of the Fund shall increase in each subsequent League Year

by the annual rate of growth of the Year-One Rookie Compensation Pool, except that for

the 2026 League Year, the maximum amount of the Fund shall increase by the annual rate

of growth of the Year-One Rookie Compensation Pool, plus $32 million. In any League

Year in which there is a Fund and there are seventeen regular season games, the Fund shall

be used to fund the Additional Game Check, as defined under Article 26, Section 1(c). In

each League Year in which there is a Fund, the remaining amount of the Fund (less any

amount used to fund the Additional Game Check in accordance with the immediately

preceding sentence, if applicable) shall be distributed in a proportion to be determined by

the NFLPA: (i) to fund a performance-based compensation pool as agreed upon by the

parties; (ii) for the 2026 League Year or any subsequent League Year, to fund a benefit for

players whose stated Paragraph 5 Salaries in the such League Year are Minimum Salaries,

as defined under Article 26, Section 1(a) and (b) of this Agreement; provided, however,

that the NFL and the NFLPA must first agree upon the distribution formula; or (iii) for

any other new Benefit for current or retired players as agreed upon by the parties. Set forth

in the table below are examples, without limitation to any other examples, of the effect

that various distributions would have upon the calculation of the Salary Cap under a hy-

pothetical Player Cost Amount of $230 million assuming: (i) the maximum Fund amount

equals $64 million; and (ii) that projected Player Benefit Costs other than the Fund equal

$30 million per Club:

Scenario

Declared

Fund

Required

Distribution

(per-Club)

Player

Benefit Costs

(per-Club)

Salary Cap Player Cost Amount

A $0 $0 $30,000,000 $200,000,000 $230,000,000

B $32,000,000 $1,000,000 $31,000,000 $199,000,000 $230,000,000

C $64,000,000 $2,000,000 $32,000,000 $198,000,000 $230,000,000

—47—

ARTICLE 8

VETERANS WITH FEWER THAN THREE ACCRUED SEASONS

Section 1.

Accrued Seasons Calculation

(a) For the purposes of calculating Accrued Seasons under this Agreement, a

player shall receive one Accrued Season for each season during which he was on, or should

have been on, full pay status for a total of six or more regular season games (which shall

include any games encompassed in any injury settlement, injury grievance settlement or

injury grievance award), but which, irrespective of the player’s pay status, shall not include

games for which the player was on: (i) the Exempt Commissioner Permission List, (ii) the

Reserve PUP List as a result of a nonfootball injury, or (iii) a Club’s Practice Squad.

(b) A player shall not receive an Accrued Season for any League Year in which

the player is under contract to a Club and in which (i) he failed to report to the Club’s

preseason training camp on that player’s mandatory reporting date; or (ii) the player there-

after failed to perform his contract services for the Club for a material period of time,

unless he demonstrates to the Impartial Arbitrator extreme personal hardship causing such

failure to report or perform, such as severe illness or death in the family. The determina-

tion of the Impartial Arbitrator shall be made within thirty days of the application by the

player, and shall be based upon all information relating to such hardship submitted by such

date. The determination of the Impartial Arbitrator shall be final and binding upon all

parties.

Section 2.

Negotiating Rights of Players with Fewer Than Three Accrued Seasons:

Any Veteran with fewer than three Accrued Seasons whose contract has expired may ne-

gotiate or sign a Player Contract only with his Prior Club, if before the first day of the

League Year after the expiration of his contract, his Prior Club tenders the player a one

year Player Contract with a Paragraph 5 Salary of at least the Minimum Active/Inactive

List Salary applicable to that player. A player receiving such a Tender shall be known as an

“Exclusive Rights Player.” If the Prior Club has not by that date made the Required Tender

or later withdraws such Tender, the player shall be completely free to negotiate and sign a

Player Contract with any Club, and any Club shall be completely free to negotiate and sign

a Player Contract with such player, without any penalty or restriction, including, but not

limited to, Draft Choice Compensation between Clubs or First Refusal Rights of any kind,

or any signing period.

ARTICLE 9

VETERAN FREE AGENCY

Section 1.

Unrestricted Free Agents:

(a) Subject to the provisions of Section 5 below and of Article 10, any player

with four or more Accrued Seasons shall, at the expiration of his Player Contract, become

an Unrestricted Free Agent. Such player shall be completely free to negotiate and sign a

Player Contract with any Club, and any Club shall be completely free to negotiate and sign

a Player Contract with such player, without penalty or restriction, including, but not limited

to, Draft Choice Compensation between Clubs or First Refusal Rights of any kind, subject

to the signing period set forth below.

(b) Signing Period. (i) In the event that an Unrestricted Free Agent has not

signed a Player Contract with a Club by July 22 or the first scheduled day of the first NFL

training camp, whichever is later, in the League Year following the expiration of his last

Player Contract, he may negotiate or sign a Player Contract from July 22 until the Tuesday

following the tenth week of the regular season, at 4:00pm New York time, only with his

Prior Club, provided that the Prior Club by the Monday immediately following the final

day of the NFL Draft for that League Year has tendered to the player a one year Player

Contract of at least 110% of either (a) his Prior Year Salary (if his expiring Player Contract

is not a Player Contract he entered into as a Rookie), or (b) his Paragraph 5 Salary (if his

expiring Player Contract is a Player Contract he entered into as a Rookie, without renego-

tiation), in each case with all other terms of his contract identical to his prior year’s contract

(the “UFA Tender”). For the purposes of this Subsection, “Prior Year Salary” means the

total of the Paragraph 5 Salary, roster and reporting bonuses, pro-rata portion of signing

bonus, and other payments to players in compensation for the playing of professional

football for the last year of the player’s most recently negotiated Player Contract, except

for performance bonuses other than roster and reporting bonuses. Prior Year Salary shall

also include any unrepaid loans made, guaranteed or collateralized by a Team or its Team

Affiliate to a player or Player Affiliate.

(ii) If an Unrestricted Free Agent described in Subsection 1(b)(i) above has

not signed a Player Contract by the Tuesday following the tenth week of the regular season,

at 4:00pm New York time, the player shall be prohibited from playing football in the NFL

for the remainder of that League Year, absent a showing to the Impartial Arbitrator of

extreme Club or extreme personal hardship. The determination of the Impartial Arbitrator

shall be made within five days of the application and shall be based upon all information

relating to such hardship submitted by such date. The determination of the Impartial Ar-

bitrator shall be final and binding upon all parties.

(iii) If an Unrestricted Free Agent does not play in the NFL for the remainder

of a League Year pursuant to Subsection 1(b)(ii) above, commencing the first day of the

following League Year, the player shall be free to negotiate and sign a Player Contract with

any Club, and any Club shall be completely free to negotiate and sign a Player Contract

with such player, without penalty or restriction, including, but not limited to, Draft Choice

Compensation between Clubs or First Refusal Rights of any kind, or any signing period.

(iv) An NFLPA Certified Contract Advisor representing any player who will

become an Unrestricted Free Agent at the end of a League Year upon expiration of the

player’s contract with his current Club, shall be permitted to communicate directly with

front office officials (excluding the Head Coach and all other members of the Club’s

coaching staff) of any or all new NFL Clubs regarding contract negotiations during the

48-hour period immediately prior to the start of the next League Year (the “Two Day

Negotiating Period”). During this period, the player’s Certified Contract Advisor may ne-

gotiate all aspects of the NFL Player Contract; provided however that the player may not

execute an NFL Player Contract until 4:00 p.m., New York time, on the first day of the

new League Year, when the player’s contract expires.

(v) Any player who will become an Unrestricted Free Agent at the end of a

League Year upon expiration of the player’s contract with his current Club, and who is not

then represented by an NFLPA Certified Contract Advisor (“Unrepresented Player”), shall

be permitted to communicate directly with front office officials (excluding the Head Coach

and all other members of the Club’s coaching staff) of any or all new NFL Clubs regarding

contract negotiations during the Two Day Negotiating Period. During this period, the

player shall have the same communication rights with such persons as in the provision the

permits Contract Advisors to discuss contract matters with new Clubs, as set forth in Sub-

section 1(b)(iv) above. A player shall be considered an “Unrepresented Player” if he is not

under contract with a Contract Advisor prior to the start of a League Year and he submits

written verification of such status to the NFL and NFLPA no later than five (5) days prior

to the start of that League Year. The player may not thereafter hire a Contract Advisor

until a period of five (5) days after the start of that League Year, unless he withdraws his

request to be designated as an “Unrepresented Player” in writing to the NFL and NFLPA

prior to contacting any new Clubs.

tract with a Club by the Monday immediately following the final day of the NFL Draft for

that League Year following the expiration of his last Player Contract, and if his Prior Club

has not by that date tendered to the player a one year Player Contract in accordance with

the requirements of Subsection 1(b)(i) above, or has withdrawn the Tender, the player

shall continue to be an Unrestricted Free Agent and shall be completely free to negotiate

and sign a Player Contract with any Club, and any Club shall be completely free to nego-

tiate and sign a Player Contract with such player, without any penalty or restriction,

including, but not limited to, Draft Choice Compensation between Clubs or First Refusal

Rights of any kind, or any signing period.

(d) An Unrestricted Free Agent shall not be subject to any limitations on the

period of time before which he may qualify as an Unrestricted Free Agent again, or to any

limitations on the number of times he may be an Unrestricted Free Agent.

(e) Promptly upon but no later than two business days after the signing of any

Unrestricted Free Agent to a Player Contract, the signing Club shall notify the NFL, which

shall notify the NFLPA of such signing.

Section 2.

Restricted Free Agents:

(a) Definition. Any Veteran player with three Accrued Seasons, but fewer

than four Accrued Seasons shall, at the expiration of his last Player Contract during such

period, become a Restricted Free Agent. Any such player shall be completely free to ne-

gotiate and sign a Player Contract with any Club, and any Club shall be completely free to

negotiate and sign a Player Contract with any such player, subject to the restrictions set

forth in this Article.

(b) Qualifying Offers. (i) In order to receive the following specified Rights

of First Refusal and/or Draft Choice Compensation with respect to a Restricted Free

Agent, the Prior Club of a Restricted Free Agent must tender the player a Qualifying Offer

on or before the first date of the Restricted Free Agent Signing Period, as follows (all

amounts applicable for the 2020 League Year only):

(1) Right of First Refusal Only: one year Player Contract with Paragraph 5

Salary of at least $2,025,000, increased by the percentage increase (if any) in the Salary Cap

in the 2020 League Year over the 2019 League Year;

(2) Right of First Refusal and Draft Selection at Player’s Original Draft Round:

one year Player Contract with a Paragraph 5 Salary of at least (a) $2,025,000, increased by

the percentage increase (if any) in the Salary Cap in the 2020 League Year over the 2019

League Year, or (b) 110% of the player’s prior year’s Paragraph 5 Salary, whichever is

greater; in addition, if option (b) applies, all other terms of the player’s prior year contract

are carried forward unchanged (this Subsection is subject to the rules of Subsection (c)

below);

(3) Right of First Refusal and One Second Round Draft Selection: one year

Player Contract with a Paragraph 5 Salary of at least (a) $3,095,000, increased by the per-

centage increase (if any) in the Salary Cap in the 2020 League Year over the 2019 League

Year, or (b) 110% of the player’s prior year’s Paragraph 5 Salary, whichever is greater; in

addition, if option (b) applies, all other terms of the player’s prior year contract are carried

forward unchanged; and

(4) Right of First Refusal and One First Round Draft Selection: one year

Player Contract with a Paragraph 5 Salary of at least (a) $4,407,000, increased by the per-

centage increase (if any) in the Salary Cap in the 2020 League Year over the 2019 League

Year, or (b) 110% of the player’s prior year’s Paragraph 5 Salary, whichever is greater; in

addition, if option (b) applies, all other terms of the player’s prior year contract are carried

forward unchanged.

(ii) In the 2021 League Year, the dollar amounts specified in Subsection 2(b)(i)

above shall increase by the following:

(1) The dollar amount specified in Subsection 2(b)(i)(1) above shall increase

by the percentage increase (if any) in the Salary Cap over the prior League Year.

(2) The dollar amount specified in Subsection 2(b)(i)(2) above shall increase

by the percentage increase (if any) in the Salary Cap over the prior League Year, plus

$50,000.

(3) The dollar amount specified in Subsection 2(b)(i)(3) above shall increase

by the percentage increase (if any) in the Salary Cap over the prior League Year, plus

$125,000.

(4) The dollar amount specified in Subsection 2(b)(i)(4) above shall increase

by the percentage increase (if any) in the Salary Cap over the prior League Year, plus

$125,000.

(iii) In the 2022 League Year, the resulting dollar amounts from the calcula-

tions specified in Subsections 2(b)(ii)(1)-(4) above shall increase by the following:

(1) The dollar amount specified in Subsection 2(b)(ii)(1) above shall increase

by the percentage increase (if any) in the Salary Cap over the prior League Year.

(2) The dollar amount specified in Subsection 2(b)(ii)(2) above shall increase

by the percentage increase (if any) in the Salary Cap over the prior League Year, plus

$50,000.

(3) The dollar amount specified in Subsection 2(b)(ii)(3) above shall increase

by the percentage increase (if any) in the Salary Cap over the prior League Year, plus

$125,000.

(4) The dollar amount specified in Subsection 2(b)(ii)(4) above shall increase

by the percentage increase (if any) in the Salary Cap over the prior League Year, plus

$125,000.

(iv) Beginning in the 2023 League Year, the resulting dollar amounts from the

calculations specified in Subsections 2(b)(iii)(1)-(4) above shall increase annually by the

percentage increase (if any) in the Salary Cap over the prior League Year.

(c)(i) Notwithstanding Subsection 2(b)(i) above, in the event that a Prior Club

tenders any of its Restricted Free Agents originally selected in a draft round lower than the

first round a Qualifying Offer that requires Draft Choice Compensation of one first round

selection (the “(c)(i) Upgraded Tender”), the Prior Club shall only be eligible to receive

Draft Choice Compensation of one second round selection for any of its Restricted Free

Agents originally selected in the first round of the Draft, unless such Restricted Free

Agents have each received a Qualifying Offer of at least the amount of the (c)(i) Upgraded

Tender.

(ii) Notwithstanding Subsection 2(b)(i) above, in the event that a Prior Club

tenders any of its Restricted Free Agents originally selected in a draft round lower than the

second round a Qualifying Offer that requires Draft Choice Compensation of one second

round selection (the “(c)(ii) Upgraded Tender”), the Prior Club shall only be eligible to

receive Draft Choice Compensation of one third round selection for any of its Restricted

Free Agents originally selected in the second round of the Draft, unless such Restricted

Free Agents have each received a Qualifying Offer of at least the amount of the (c)(ii)

Upgraded Tender.

(d) In the event a Prior Club withdraws its Qualifying Offer, the Restricted

Free Agent shall immediately become a Free Agent and shall be completely free to nego-

tiate and sign a Player Contract with any Club, and any Club shall be completely free to

negotiate and sign a Player Contract with any such player, without being subject to First

Refusal, Draft Choice Compensation, Signing Period, or any other limitation of any kind.

(e) Signing Period. The dates of the period in which Restricted Free Agents

shall be free to negotiate and sign a Player Contract with any Club (the “Signing Period”)

shall be agreed upon by the NFL and the NFLPA by the previous September 1, but in no

event may such Signing Period be less than thirty-five days, nor may it end later than five

days before the Draft for that League Year, unless the parties agree otherwise.

(f)(i) In the event that a Restricted Free Agent has not signed a Player Contract

with a Club within the Signing Period in the League Year following the expiration of his

last Player Contract, and if the Prior Club has not withdrawn the Qualifying Offer, the

Prior Club shall be the only Club with which the player may negotiate or sign a Player

Contract for that League Year. If the player’s Qualifying Offer is greater than 110% of the

player’s prior-year Paragraph 5 Salary (with all other terms of his prior year contract carried

forward unchanged), the Club may withdraw the Qualifying Offer on June 15 and retain

its rights under the preceding sentence, so long as the Club immediately tenders the player

a one year Player Contract of at least 110% of his prior-year Paragraph 5 Salary (with all

other terms of his prior year contract carried forward unchanged) (the “June 15 Tender”).

Notwithstanding the foregoing, for any Restricted Free Agent subject to the Right of First

Refusal Only Tender under Subsection 2(b)(i)(1) above who has not signed a Player Con-

tract with a Club within the Signing Period, in order to be subject to the June 15 Tender,

the Prior Club must by June 1 tender to such Restricted Free Agent a one-year Player

Contract of at least 110% of his prior-year Paragraph 5 Salary (with all other terms of his

prior-year contract carried forward unchanged) or extend the Subsection 2(b)(i)(1) Tender,

whichever is greater (the “June 1 Tender”).

(ii) If a Restricted Free Agent described in Subsection 2(b)(i) above has not

signed a Player Contract by the Tuesday following the tenth week of the regular season, at

4:00pm New York time, the player shall not play football in the NFL for the remainder of

that League Year, absent a showing to the Impartial Arbitrator of extreme Club or extreme

personal hardship. The determination of the Impartial Arbitrator shall be made within five

days of the application, and shall consider all information relating to such hardship sub-

mitted by such date. The determination of the Impartial Arbitrator shall be final and

binding upon all parties.

(iii) If a Restricted Free Agent does not play in the NFL in a League Year, his

Prior Team shall have the right to tender such player any Qualifying Offer consistent with

Section 2(b) prior to the next League Year’s Restricted Free Agent Signing Period. In the

event such a Qualifying Offer is tendered, the Prior Team shall have the applicable rights

regarding such player according to such Tender, and such player shall have the same rights

regarding negotiations with other Clubs as he had the previous League Year.

(g) A Restricted Free Agent receiving the Tender provided for in Sections

2(b)(i)(2)–(4) shall have the option of accepting a one-year NFL Player Contract for 110%

of his Prior Year Paragraph 5 Salary (with all other terms of his prior year contract carried

forward unchanged) in lieu of a Player Contract for the applicable alternative amount spec-

ified in the aforementioned Sections, if he so wishes, regardless of which Player Contract

is for a greater amount.

(h) In the event that a Restricted Free Agent has not signed a Player Contract

with a Club, and if his Prior Club withdraws the Qualifying Offer or June 1 or June 15

Tender, as applicable, such player shall be completely free to negotiate and sign a Player

Contract with any Club, and any Club may negotiate and sign a Player Contract with such

player, without any penalty or restriction, including, but not limited to, Draft Choice Com-

pensation between Clubs or First Refusal Rights of any kind, or any signing period.

(i) Promptly upon but no later than two business days after the signing of any

Restricted Free Agent to a Player Contract, or the extending to any Restricted Free Agent

of a Qualifying Offer, the signing or extending Club shall notify the NFL, which shall

notify the NFLPA of such signing or offer.

(j) Draft Choice Compensation under this Article shall be due in that League

Year’s Draft unless the Offer Sheet is received by the Prior Club later than two days before

that League Year’s Draft, in which case Draft Choice Compensation shall be due in the

following League Year’s Draft.

(k) Notwithstanding the foregoing, in the event that the Prior Club of a Re-

stricted Free Agent has tendered the player a Qualifying Offer in an amount at least

$500,000 greater than that required by Subsection 2(b)(i)(4) above, then the Club shall

have a Right of First Refusal and Draft Choice Compensation of One First Round Selec-

tion and any provision in an Offer Sheet to such player waiving or limiting the New Club’s

ability to designate the player as a Franchise Player or Transition Player in the future shall

not be a Principal Term, and therefore need not be included in a contract formed with the

Prior Club as a result of matching such Offer Sheet (but shall be included in a contract

formed with the New Club as a result of the Prior Club not matching such an Offer Sheet).

Section 3.

Offer Sheet and Right of First Refusal Procedures:

(a) Offer Sheets. When a Restricted Free Agent receives an offer to sign a

Player Contract from any Club (the “New Club”) other than the Prior Club, which offer

the player desires to accept, he shall give to the Prior Club a completed certificate substan-

tially in the form of Appendix B, attached hereto (the “Offer Sheet”), signed by the

Restricted Free Agent and the New Club, which shall contain the “Principal Terms” (as

defined below) of the New Club’s offer. The New Club and the player must specifically

identify in the Offer Sheet those provisions they believe are Principal Terms. The Prior

Club, within five days from the date it receives the Offer Sheet, may exercise or not exer-

cise its Right of First Refusal, which shall have the legal consequences set forth below.

(b) First Refusal Exercise Notice. If the Prior Club gives the Restricted

Free Agent a “First Refusal Exercise Notice” substantially in the form of Appendix C,

attached hereto, within five days from the date the Prior Club receives an Offer Sheet, but

not later than one day before the Draft (unless the parties agree otherwise), such Restricted

Free Agent and the Prior Club shall be deemed to have entered into a binding agreement,

which they shall promptly formalize in a Player Contract, containing (i) all the Principal

Terms (subject to Subsection (e) below); (ii) those terms of the NFL Player Contract not

modified by the Principal Terms; and (iii) such additional terms, not less favorable to the

player than those contained in the Offer Sheet as may be agreed upon between the Re-

stricted Free Agent and the Prior Club.

Restricted Free Agent the First Refusal Exercise Notice within the applicable period, the

player and the New Club shall be deemed to have entered into a binding agreement, which

they shall promptly formalize in a Player Contract, containing (i) all the Principal Terms;

(ii) those terms of the NFL Player Contract not modified by the Principal Terms; and (iii)

such additional terms, not less favorable to the Restricted Free Agent than those contained

in the Offer Sheet, as may be agreed upon between the Restricted Free Agent and the New

Club (subject to Section 5 below), and the Restricted Free Agent’s Prior Club shall receive

from the New Club the Draft Choice Compensation, if any, specified in Section 2 above

of this Article. Any Club that does not have available, in the upcoming Draft, the selection

choice or choices (its own or better choices in the applicable rounds) needed to provide

Draft Choice Compensation in the event of a timely First Refusal Exercise Notice may

not sign an Offer Sheet in such circumstances. The player and the New Club may not

renegotiate such Player Contract to reduce the Salary in such contract until after the end

of the first regular season covered by the Contract. Neither the player nor the New Club

may exercise an option in such Player Contract that reduces Salary in the first League Year

of such contract until after the end of the first regular season covered by the Contract.

(d) One Offer Sheet. There may be only one Offer Sheet signed by a Re-

stricted Free Agent outstanding at any one time, provided that the Offer Sheet has also

been signed by a Club. An Offer Sheet, before or after it is given to the Prior Club, may

be revoked or withdrawn only by the Clubs upon the written consent of the Restricted

Free Agent. In either of such events, the Restricted Free Agent shall again be free to ne-

gotiate and sign a Player Contract with any Club, and any Club shall again be free to

negotiate and sign a Player Contract with such Restricted Free Agent, subject to the Prior

Club’s continued Right of First Refusal and/or Draft Choice Compensation as described

in this section.

(e) Principal Terms. For the purposes of this Article (and Article 10), the

Principal Terms of an Offer Sheet shall include only:

(i) Salary, which shall consist only of (a) the fixed and specified dollar

amounts the New Club will pay, guarantee or lend to the Restricted Free Agent and/or

his designees (currently and/or as deferred compensation in specified installments on

specified dates) in consideration for his services as a football player under the Player Con-

tract (i.e., signing bonus, Paragraph 5 Salary, and reporting and roster bonuses); and (b)

Salary that is variable and/or is subject to calculation only upon the following bases: (1)

based upon the performance of the Club extending the Offer Sheet (only those incentives

which are “likely to be earned” by the player if he enters into a Player Contract with the

New Club, pursuant to Subsection (c) above, must be matched by the Prior Club for the

purpose of exercising a Right of First Refusal, and such incentives may not exceed 15%

of the Salary in the Offer Sheet); and (2) League honors listed in Exhibit C to Article 13;

and

(ii) Any modifications of and additions to the terms contained in the NFL

Player Contract requested by the Restricted Free Agent and acceptable to the New Club,

that relate to non-compensation terms (including guarantees, no-cut provisions, and no-

trade provisions) of the Restricted Free Agent’s employment as a football player (which

shall be evidenced either by a copy of the NFL Player Contract, marked to show changes,

or by a written brief summary contained in or attached to the Offer Sheet).

(iii) Notwithstanding Subsections (i) and (ii) above, no Offer Sheet may con-

tain a Principal Term that would create rights or obligations for the Old Club that differ

in any way (including but not limited to the amount of compensation that would be paid,

the circumstances in which compensation would be guaranteed, or the circumstances in

which other contractual rights would or would not vest) from the rights or obligations that

such Principal Term would create for the Club extending the Offer Sheet (i.e., no “poison

pills”).

(f) No Property or Investments. A Club may not offer any item of property

or investments other than Salary as part of the Principal Terms contained in an Offer

Sheet.

(g) Incentives. For those incentives which are based on Club performance,

only those incentives which are “likely to be earned” by the player if he enters into a Player

Contract with the New Club, pursuant to Subsection (c) above, must be matched by the

Old Club for the purpose of exercising a Right of First Refusal.

(h) No Consideration Between Clubs. There may be no consideration of

any kind given by one Club to another Club in exchange for a Club’s decision to exercise

or not to exercise its Right of First Refusal, or in exchange for a Club’s decision to submit

or not to submit an Offer Sheet to a Restricted Free Agent or to make or not to make an

offer to enter into a Player Contract with a Restricted Free Agent. Nothing in this Subsec-

tion shall preclude a Prior Club from entering into a Player Contract with a player subject

to a Tender, and subsequently trading that player under that Player Contract to another

Club. With respect to a trade involving any non-exclusive rights player subject to a Tender

or Qualifying Offer who is a Nonexclusive Franchise Player or a Restricted Free Agent

who is subject to a Qualifying Offer with Draft Choice Compensation, the following re-

strictions shall apply: (i) the Clubs may not agree to draft choice consideration that is

greater than the draft choice compensation specified for the Tender or Qualifying Offer;

(ii) the trade may not include the acquisition of another player’s Player Contract; and (iii)

the player and the NFLPA must approve in advance any such trade that takes place during

the Signing Period. With respect to a trade involving any non-exclusive rights player sub-

ject to a Tender or Qualifying Offer who is a Transition Player, or a Restricted Free Agent

who is subject to a Qualifying Offer for a Right of First Refusal Only, the player and the

NFLPA must approve in advance any such trade that takes place during the Signing Pe-

riod. The provisions of this Subsection (h) shall not apply to a trade involving any player

who is subject to a Tender or Qualifying Offer that provides for exclusive negotiating

rights for the Prior Club (i.e., an Exclusive Franchise Player or an “Exclusive Rights

Player,” as defined in Article 8, Section 2 of this Agreement). If a Club exercises its Right

of First Refusal and matches an Offer Sheet, that Club may not trade that player to the

Club that submitted the Offer Sheet for at least one calendar year, unless the player con-

sents to such trade.

(i) NFL Only. No Right of First Refusal rule, practice, policy, regulation, or

agreement, including any Right of First Refusal applicable to any Restricted Free Agent or

Transition Player pursuant to Article 10 below, may apply to the signing of a Player Con-

tract with, or the playing with, any club in any professional football league other than the

NFL by any Restricted Free Agent (except as agreed by the player in the circumstances set

forth in Section 5 below). This prohibition applies to any Right of First Refusal described

in this Agreement (except as described in Section 5 below).

(j) No Assignment. No Right of First Refusal may be assigned to any other

Club (except as provided in Article 6, Section 7 or as agreed by the player in the circum-

stances set forth in Section 5 below). This prohibition applies to any Right of First Refusal

described in this Agreement (except as described in Section 5 below), including any Right

of First Refusal with respect to Restricted Free Agents, Transition Players, or Drafted

Rookies described in Article 6, Section 5.

(k) Copies. Promptly upon but no later than two business days after the giv-

ing of an Offer Sheet to the Prior Club, the Restricted Free Agent shall cause a copy

thereof to be given to the NFL, which shall notify the NFLPA. Promptly upon but no

later than two business days after the giving of a First Refusal Exercise Notice to the

Restricted Free Agent, the Prior Club shall cause a copy thereof to be given to the NFL,

which shall notify the NFLPA. At any time after the giving of an Offer Sheet to a Prior

Club, the NFL may require the New Club to cause a copy thereof to be given to the NFL

and the NFLPA.

(l) Disputed Offer Sheet. In the event of any dispute regarding whether a

term in an Offer Sheet is or is not a Principal Term that must be matched, including any

dispute regarding whether a term is an impermissible poison pill designed to discourage

or prohibit the Prior Club from exercising a Right of First Refusal, the dispute shall be

presented to the Impartial Arbitrator for expedited resolution under Section 4 below. The

Impartial Arbitrator shall identify all of the terms that would have to be matched by the

Prior Club, and the Prior Club shall have two days after such decision in which to exercise

its Right of First Refusal.

Section 4.

Expedited Arbitration: An expedited arbitration before the Impartial Arbi-

trator, whose decision shall be final and binding upon all parties, shall be the exclusive

method for resolving the disputes set forth in this Section. If a dispute arises between the

player and either the Prior Club or the New Club, as the case may be, relating to their

respective obligations to formalize their binding agreements created under Subsections

3(b) or (c) above, or as to whether the binding agreement is between the Restricted Free

Agent and the New Club or the Restricted Free Agent and the Prior Club, such dispute

shall immediately be submitted to the Impartial Arbitrator, who shall resolve such dispute

within ten (10) days but in no event later than two (2) days before the Draft. The Impartial

Arbitrator shall not have the power to terminate any such binding agreement; he shall have

the power only to direct the parties to formalize such binding agreement into a Player

Contract in accordance with the Principal Terms of the applicable Offer Sheet, as inter-

preted by the Impartial Arbitrator.

Section 5.

Individually Negotiated Limitations on Player Movement:

(a) All individually negotiated limitations on player movement are prohibited,

except as specifically provided as follows:

(i) If a Restricted Free Agent has been tendered a Qualifying Offer of (a) Par-

agraph 5 Salary of at least the applicable amount stated in Section 2(b)(i)(1) above or (b)

at least 110% of his prior year’s Paragraph 5 Salary, whichever is greater (in each case with

all other terms of his prior year contract carried forward), and the Qualifying Offer is fully

guaranteed for skill and injury, the Restricted Free Agent and his Prior Club may negotiate

and contract for an individual Right of First Refusal with respect to the services of such

player.

(ii) Any Unrestricted Free Agent shall be permitted to negotiate and contract

for an individual Right of First Refusal with any Club with respect to the services of such

player.

(iii) Any player (other than a Free Agent) with fewer than three Accrued Sea-

sons is prohibited from negotiating any individual limitations on his movement in his

Player Contract or otherwise, and all Clubs are prohibited from negotiating any such lim-

itations with such players.

(iv) Any player that is designated a Franchise Player or a Transition Player may

not negotiate and contract for an individual Right of First Refusal with any Club.

(v) Any individual Right of First Refusal that is negotiated and contracted for

pursuant to Subsections (i) and (ii) above shall be void and unenforceable unless it is spec-

ified in a separate document signed by such player in the form annexed hereto as Appendix

D, acknowledging such player’s waiver of the express right that Free Agents have under

this Agreement to be free of any Right of First Refusal restriction on their freedom of

movement.

(b) Rights of First Refusal negotiated pursuant to this Section 5 may be traded

or assigned as part of a player’s contract.

Section 6.

Notices, Etc.:

(a) Any Offer Sheet, First Refusal Exercise Notice, or other writing required

or permitted to be given under this Article 9 or Article 10, shall be sent either by personal

delivery or by overnight mail, or by electronic mail in .pdf form, in each case a confirma-

tion copy shall also be sent by first class mail, addressed as follows:

(i) To any NFL Club: addressed to that Club at the principal address of such

Club as then listed on the records of the NFL or at the Club’s principal office, to the

attention of the Club’s president or general manager;

(ii) To the NFL: 345 Park Avenue, New York, NY 10154 to the attention of

the Executive Vice President Labor & League Counsel;

(iii) To a Restricted Free Agent: to his address listed on the Offer Sheet and, if

the Restricted Free Agent designates a representative on the Offer Sheet and lists such

representative’s address thereon, a copy shall be sent to such representative at such ad-

dress; and

(iv) To the NFLPA: 63 Gene Upshaw Place, 1133 20th Street, NW, Washing-

ton, DC 20036.

(b) An Offer Sheet shall be deemed given only when received by the Prior

Club. A First Refusal Exercise Notice, a Qualifying Offer and any other writing required

or permitted under Article 9 or Article 10 shall be deemed given when sent by the Prior

Club.

and circulate to all Clubs two lists containing, respectively, no more than the name, ad-

dress, Social Security number, telephone number, college, position, Team, Right of First

Refusal and/or any Draft Choice Compensation of each and every player who shall or has

become (i) an Unrestricted Free Agent; (ii) a Restricted Free Agent, as of the end of the

League Year, or as of the first date of the Signing Period, respectively, and no other list

relating to Free Agents (“Free Agent Lists”). The NFL shall also have the right to prepare

lists with the same information identifying players who are subject to a Franchise or Tran-

sition Tender, or who were eligible for but did not receive a Restricted Free Agent of

Exclusive Rights Player Qualifying Offer. Information shall not be selectively withheld for

some players but not others. If one or more Free Agent Lists are so circulated, copies

thereof shall be sent to the NFLPA.

ARTICLE 10

FRANCHISE AND TRANSITION PLAYERS

Section 1.

Franchise Player Designations: Except as set forth in Section 9 below, each

Club shall be permitted to designate one of its players who would otherwise be an Unre-

stricted Free Agent as a Franchise Player each season during the term of this Agreement.

The player so designated may be one who would otherwise be a Restricted Free Agent.

Except as set forth in Section 2(a)(i) below, any Club that designates a Franchise Player

shall be the only Club with which such Franchise Player may negotiate or sign a Player

Contract during the period the player is so designated, notwithstanding the number of his

Accrued Seasons. The period for Clubs to designate Franchise Players will begin on the

twenty-second day preceding the first day of the new League Year and will end at 4:00 pm

New York time on the eighth day preceding the first day of the new League Year.

Section 2.

Required Tender for Franchise Players:

(a) Except as provided in Subsection (b) below, any Club that designates a

Franchise Player shall on the date the designation is made notify the player and the NFLPA

which one of the following two potential required tenders the Club has selected:

(i) Nonexclusive Franchise Tender. The Nonexclusive Franchise Tender

shall be a one year NFL Player Contract for (A) the average of the five largest Prior Year

Salaries for players at the position (within the categories set forth in Section 7(a) below) at

which the Franchise Player participated in the most plays during the prior League Year,

which average shall be calculated by: (1) summing the amounts of the Franchise Tags for

players at that position for the five preceding League Years; (2) dividing the resulting

amount by the sum of the Salary Caps for the five preceding League Years; and (3) multi-

plying the resulting percentage by the Salary Cap for the upcoming League Year (e.g., when

calculating the Tender for the 2020 League Year, dividing the aggregate sum of the Fran-

chise Tags for players at that position for the 2015–2019 League Years by the aggregate

sum of the Salary Caps for the 2015–2019 League Years and multiplying the result by the

amount of the Salary Cap for the 2020 League Year) (the “Cap Percentage Average”) (See

Appendix E for an illustrative example); or (B) 120% of his Prior Year Salary, whichever

is greater; if the Club extends the Tender pursuant to this Subsection (a)(i), the player shall

be permitted to negotiate a Player Contract with any Club as if he were a player subject to

Section 5 below, except that Draft Choice Compensation of two first round draft selec-

tions shall be made with respect to such player in the event he signs with the New Club,

and the Signing Period for such player shall be determined under Section 15 below. For

purposes of this Subsection, the “Franchise Tag” is the average of the five largest Prior

Year Salaries (e.g., the Franchise Tag for the 2020 League Year equals the average of the

five largest Salaries for the 2019 League Year for players at that position); or

(ii) Exclusive Franchise Tender. The Exclusive Franchise Tender shall be

a one year NFL Player Contract for (A) the average of the five largest Salaries in Player

Contracts for that League Year as of the end of the Restricted Free Agent Signing Period

that League Year, as set forth in Article 9, Section 2(e), for players at the position (within

the categories set forth in Section 7(a) below) at which he participated in the most plays

during the prior League Year, or (B) the amount of the Required Tender under Subsection

(a)(i) above, whichever is greater.

(b) Any Club that designates a player as a Franchise Player for the third time

shall, on the date the third such designation is made, be deemed to have tendered the

player a one-year NFL Player Contract for the greater of: (A) the average of the five largest

Prior Year Salaries for players at the position (within the categories set forth in Section

7(a) below) with the highest such average; (B) 120% of the average of the five largest Prior

Year Salaries for players at the position (within the categories set forth in Section 7(a)

below) at which the player participated in the most plays during the prior League Year; or

Player for the third time in the 2020 League Year would have a Required Tender equal to

the greater of: (i) the average of the five largest 2019 Salaries for quarterbacks; (ii) 120%

of the average of the five largest 2019 Salaries for kickers; or (iii) 144% of the player’s own

2019 Salary.) If the Club designates the player as a Franchise Player for the third time, the

designating Club shall be the only Club with which the player may negotiate or sign a

Player Contract. In lieu of designating such a player as a Franchise Player for the third

time, any Club may designate such player as a Transition Player pursuant to Section 3

below.

Tender, the resulting Player Contract shall be fully guaranteed if the player’s contract is

terminated because of lack of comparative skill; as a result of an injury sustained in the

performance of his services under his Player Contract; and/or due to a Club’s determina-

tion to create Room for Salary Cap purposes. For purposes of this Subsection only, any

contract termination due to the failure of the player to establish or maintain his excellent

physical condition will be subject to review of a neutral physician appointed by the parties,

whose physical findings will be conclusive in any arbitration proceeding relating to the

physical condition of the player at the time of the exam, provided that such exam takes

place within twenty (20) days of the contract termination.

(d) Any of the Required Tenders set forth in this Section 2 may be withdrawn

at any time, but if such Tender is withdrawn, the player immediately becomes an Unre-

stricted Free Agent and thereafter is completely free to negotiate and sign a Player Contract

with any Club, and any Club shall be completely free to negotiate and sign a Player Con-

tract with any such player, without any penalty or restriction, including, but not limited to,

Draft Choice Compensation between Clubs or First Refusal Rights of any kind, or any

signing period.

(e) For the purposes of this Article, “Salary” means the total of the Paragraph

5 Salary (reduced proportionately if the contract is entered into after the first regular season

game), roster and reporting bonuses, pro-rata portion of signing bonus, and other pay-

ments to players in compensation for the playing of professional football for the applicable

year of the player’s most recently negotiated Player Contract, except for performance bo-

nuses other than roster and reporting bonuses. Salary shall also include any unrepaid loans

made, guaranteed or collateralized by a Team or its Team Affiliate to a player or Player

Affiliate. “Prior Year Salary” means the Salary (as defined in this Subsection) for the last

League Year of the player’s most recently negotiated Player Contract.

(f) The calculation of any five largest Prior Year Salaries shall include any

Player Contract resulting from acceptance of a Tender for the Prior Year pursuant to Sec-

tion 2(a)(i) or (a)(ii) above, provided that the player played during the Prior League Year

pursuant to the Tender, but shall not include the amount of any term of a Player Contract

renegotiated after the Monday of the tenth week of the regular season of the Prior League

Year that provides for an unearned incentive to be treated as signing bonus.

(g) The calculation of any five largest Salaries for the current League Year as

of the end of the Restricted Free Agent signing period pursuant to Section 2(a)(ii) above

shall include any Player Contract resulting from acceptance of any Tender for the Prior

League Year pursuant to Section 2(a)(i) or (a)(ii) above, provided that the player played

during the Prior League Year pursuant to the Tender, but shall not include (i) any Player

Contract amount resulting from a renegotiation of an existing Player Contract between

the time of the designation and any applicable later date or (ii) the amount of any term of

a Player Contract renegotiated after the Monday of the tenth week of the regular season

of the Prior League Year that provides for an unearned incentive to be treated as signing

bonus.

(h) If a Franchise Player receives a Nonexclusive Franchise Player Tender pur-

suant to Section 2(a)(i) above, any provision in an Offer Sheet to such player waiving or

limiting the New Club’s ability to designate the player as a Franchise Player or Transition

Player in the future shall not be a Principal Term, and therefore need not be included in a

contract formed with the Prior Club as a result of matching such an Offer Sheet (but shall

be included in a contract formed with the New Club as a result of the Prior Club not

matching such an Offer Sheet). This Subsection (h) shall not apply to a player who was

designated as a Transition Player in lieu of designated as a Franchise Player, pursuant to

Section 3(a) below, or to any other Transition Player.

(i) The definition of a “signing bonus” for this Article is the same as that in

Article 13. The pro rata portion of such signing bonuses includes prorated amounts from

prior Player Contracts; the Salary Cap acceleration rules for unamortized signing bonus

amounts do not apply to the calculation of the Franchise and Transition Tenders.

(j) For purposes of calculating the minimum Tenders to Franchise and Tran-

sition players under this Article, if the present value of any deferred Paragraph 5 amount

(as defined in Article 13, Section 6(a)(ii)) is at least $100,000 less than the initial Paragraph

5 amount (before being present valued), then the present value amount shall be used.

(k) Any Club designating a Franchise Player shall have until 4:00 p.m., New

York time, on July 15 of the League Year (or, if July 15 falls on a Saturday or Sunday, the

first Monday thereafter) for which the designation takes effect to sign the player to a mul-

tiyear contract or extension. After that date, the player may sign only a one-year Player

Contract with his Prior Club for that season, and such Player Contract may not be ex-

tended until after the Club’s last regular season game of that League Year.

Section 3.

Transition Player Designations:

(a) In each League Year during the term of this Agreement, each Club shall

be permitted to designate one player who would otherwise be an Unrestricted Free Agent

or Restricted Free Agent as a Transition Player in lieu of designating a Franchise Player, if

such Franchise Player designation is available to such Club, in addition to the Transition

Player designation permitted by the immediately preceding sentence, during the same des-

ignation period as the Franchise Player designation period. The period for Clubs to

designate Transition Players will begin on the twenty-second day preceding the first day

of the new League Year and will end at 4:00 p.m. New York time on the eighth day pre-

ceding the first day of the new League Year.

(b) Any Club that designates a Transition Player shall receive the Rights of

First Refusal specified in this Article notwithstanding the number of his Accrued Seasons.

Any Transition Player shall be completely free to negotiate and sign a Player Contract with

any Club during the period from the first day of the League Year following the expiration

of his last player contract to July 22, and any Club shall be completely free to negotiate

and sign a Player Contract with such player, without penalty or restriction, including, but

not limited to, Draft Choice Compensation between Clubs of any kind, subject only to the

Prior Club’s Right of First Refusal described in this Article.

Section 4.

Required Tender for Transition Players:

(a) Any Club that designates a Transition Player shall be deemed on the first

day of the League Year following the expiration of the player’s last contract to have auto-

matically tendered the player a one year NFL Player Contract for (A) the Cap Percentage

Average of the ten largest Prior Year Salaries for players at the position (within the cate-

gories set forth in Section 7(a) below) at which the Transition Player participated in the

most plays during the prior League Year, which Average shall be calculated using the

methodology as in Section 2(a)(i)(A) above; or (B) 120% of his Prior Year Salary, which-

ever is greater. The Tender may be withdrawn at any time, but if such Tender is withdrawn,

the player immediately becomes an Unrestricted Free Agent and thereafter is completely

free to negotiate and sign a Player Contract with any Club, and any Club shall be com-

pletely free to negotiate and sign a Player Contract with such player, without any penalty

or restriction, including, but not limited to, Draft Choice Compensation between Clubs or

First Refusal Rights of any kind, or any signing period. For purposes of this Subsection,

the “Transition Tag” for any League Year is the average of the ten largest Prior Year Sal-

aries for players at that position (e.g., the Transition Tag for the 2020 League Year equals

the average of the ten largest Salaries for the 2019 League Year for players at that position).

(b) The calculation of any ten largest Prior Year Salaries pursuant to Section

4(a) above shall include any Player Contract amount resulting from acceptance of a Tender

for the Prior Year pursuant to Section 2(a)(i), 2(a)(ii) or 4(a) above, provided that the player

played the Prior League Year pursuant to such Tender, but shall not include the amount

of any term of a Player Contract renegotiated after the Monday of the tenth week of the

regular season of the Prior League Year that provides for an unearned incentive to be

treated as signing bonus.