JCPenney 2015 Annual Report Download - page 112

1.3 Voluntary Separation from Service by the Executive . In the event of a Voluntary Separation from Service by the
Executive (i) the Corporation shall pay the Compensation Payments to the Executive as soon as practicable or within
the period required by law, and (ii) the Executive agrees to be bound by the terms of the Covenants and
Representations contained in Section 3 of this Agreement. The Executive shall be entitled to no other compensation,
except as otherwise due to the Executive under applicable law or applicable plan or program. The Executive shall not
be entitled to the payment of any bonuses, including any amounts payable under the Management Incentive
Compensation Program for any portion of the fiscal year in which such Separation from Service occurs, except as may
otherwise be expressly provided under the Management Incentive Compensation Program.
1.4 Involuntary Separation from Service without Cause.
(a) Form and Amount. In the event of the Involuntary Separation from Service of the Executive without Cause, the
Corporation shall pay the Compensation Payments to the Executive as soon as practicable or within the period
required by law. In addition, conditioned upon receipt of the Executive’s written release of claims in such form
as may be required by the Corporation and the expiration of any applicable period during which the Executive
can rescind or revoke such release, the Corporation shall pay the Executive in equal installments, no less
frequently than monthly, during the applicable Severance Period severance pay equal to the Executive’s
monthly Base Salary, plus the Executive’s target annual incentive (at $1.00 per unit) under the Corporation’s
Management Incentive Compensation Program for the fiscal year in which the Executive experiences an
Involuntary Separation from Service other than for Cause converted to a monthly amount by dividing that target
annual incentive amount by 12. If the Executive is eligible for continuation coverage under the Consolidated
Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) under the medical and/or dental
coverage options under the J. C. Penney Corporation, Inc. Health and Welfare Benefit Plan (“Health and
Welfare Plan”) and the Executive elects COBRA continuation coverage under the medical and/or dental
coverage options under the Health and Welfare Plan, the Corporation will continue to pay its portion of the
premium cost of the Executive’s medical and/or dental coverage elections under the Health and Welfare Plan as
provided in Section 1.4(b) of this Agreement. In addition, the Corporation shall pay to the Executive (i) within
14 days of the Executive’s Involuntary Separation from Service other than for Cause, but in no later than two
and one-half months after the end of the Executive’s tax year in which the Involuntary Separation from Service
occurs, a lump sum equal to, (a) Special Bonus Hours to the extent provided under Section 1.4(c) of this
Agreement, if applicable, and (b) $25,000 to pay for outplacement services and financial counseling services,
and (ii) within two and one-half months after the end of the fiscal year in which the Executive experiences an
Involuntary Separation from Service other than for Cause, a lump sum equal to the Severance Bonus.
Notwithstanding the foregoing, if the applicable revocation or rescission period described in this Section 1.4(a)
with respect to any waiver or release of claims begins in one taxable year and ends in a second taxable year, any
payments and other rights described in this Section 1.4(a) shall not commence until the second taxable year. In
addition to the payments provided for herein, following an Involuntary Separation from Service other than for
Cause, the Corporation shall also provide to the Executive Accelerated Vesting as provided in Section 1.4(d) of
this Agreement.