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JONES APPAREL GROUP, INC. SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION

Termination Severance Agreement

JONES APPAREL GROUP, INC. SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION | Document Parties: JONES APPAREL GROUP INC | Jones Apparel Group, Inc You are currently viewing:
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JONES APPAREL GROUP INC | Jones Apparel Group, Inc

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Title: JONES APPAREL GROUP, INC. SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION
Date: 10/29/2008
Industry: Apparel/Accessories     Sector: Consumer Cyclical

JONES APPAREL GROUP, INC. SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION, Parties: jones apparel group inc , jones apparel group  inc
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EXHIBIT 10.1

 

JONES APPAREL GROUP, INC.
SEVERANCE PLAN AND
SUMMARY PLAN DESCRIPTION

Effective May 31, 2006
(amended September 18, 2008)

PURPOSE OF THE PLAN

The purpose of the Jones Apparel Group, Inc. Severance Plan ("Plan") is to provide severance benefits to eligible employees whose employment with Jones Apparel Group, Inc. (the "Company") and all U.S. domestic Subsidiaries and Affiliates of the Company is terminated involuntarily under the conditions described below.

Except as otherwise provided herein or by the Company in writing after the effective date hereof, this Plan (i) is the sole arrangement of the Company regarding Severance-type benefits to eligible employees and (ii) replaces and supersedes all prior plans, programs, understandings and arrangements providing Severance-type benefits to eligible employees.

Notwithstanding anything to the contrary in this Plan, if an employee is eligible for Severance-type benefits under an employment or other written agreement with the Employer providing for Severance-type benefits ("Alternative Benefits"), such employee shall remain and be eligible for those benefits; provided, that if the amount of Severance-type benefits to which an employee may be entitled under such agreement providing for Alternative Benefits would be greater in the aggregate than the benefits which the Employee would otherwise be eligible to receive under this Plan, then the employee shall not receive benefits under this Plan but instead shall be entitled to receive such Alternative Benefits.

This document contains the official text of the Plan.

DEFINITIONS

Affiliate of any person means another person that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such first person.

Company means Jones Apparel Group, Inc.

Designated Termination Date means the date specified by an Employer as an employee's last day of active work.
Employer means the Company and all U.S. domestic Subsidiaries and Affiliates of the Company.

Person means an individual, corporation, partnership, limited liability company, joint venture, association, trust, unincorporated organization or other entity.

Plan Administrator means the Company or such other person or committee appointed from time to time by the Company to administer the Plan.


Severance-type benefits means post-termination compensation under any employment agreement or other written agreement between the Employer and the employee or other plan or arrangement maintained by the Employer, other than compensation that is paid solely as consideration for a covenant not to compete with the Employer.

Subsidiary of any person means another person, an amount of the voting securities, other voting rights or voting partnership interests of which is sufficient to elect at least a majority of its board of directors or other governing body or, if there are no such voting interests, more than 50% of the equity interest of which is owned directly or indirectly by such first person.

WARN means the Worker Adjustment and Retraining Notification Act.

ELIGIBLE EMPLOYEES

The benefits under this Plan are limited to corporate employees, as well as retail employees employed by Jones Retail Corporation at the level of District Sales Manager or above, in all instances who are classified by an Employer as regular full-time employees and whose regular place of employment is within the United States. Notwithstanding anything to the contrary, union employees are not eligible under this Plan.

INVOLUNTARY TERMINATION OF EMPLOYMENT

Involuntary Termination

An employee will be eligible for severance benefits under this Plan only if the Plan Administrator, in its sole discretion, determines that the employee's employment has been terminated involuntarily for any of the following reasons:

  • Reduction in staff or layoff.
  • Position elimination.
  • Closure of a business unit.
  • Organization restructuring.
  • Such other circumstances as the Plan Administrator deems appropriate for the payment of severance benefits.

An employee who terminates employment for any reason prior to his or her Designated Termination Date will not be considered to have terminated employment involuntarily unless (i) his or her Employer provides otherwise in writing, or (ii) he or she has been notified that his or her employment is being terminated due to a reduction in staff or layoff requiring notice under federal or state WARN. Such an employee is, however, required to provide two (2) weeks' prior notice if electing to terminate employment on a date prior to his or her Designated Termination Date.

Termination of Employment Not Eligible for Severance Benefits

Unless the Company provides otherwise in writing, an employee will not be eligible for severance benefits if the Plan Administrator, in its sole discretion, determines that the employee's employment is terminated for any of the following reasons:

  • Resignation or other voluntary termination of employment.

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  • Failure to return to work upon the expiration of an authorized leave of absence.
  • Death or disability.
  • Termination for cause or for behavior prejudicial to the Employer, as determined by the Plan Administrator in its sole discretion.
  • Termination for gross misconduct or violation of company policy.
  • Termination for poor performance.

An employee who terminates employment for any reason prior to his or her Designated Termination Date will not be considered to have terminated employment involuntarily unless (i) his or her Employer provides otherwise in writing, or (ii) he or she has been notified that his or her employment is being terminated due to a reduction in staff or layoff requiring notice under federal or state WARN. Such an employee is, however, required to provide two (2) weeks' prior notice if electing to terminate employment on a date prior to his or her Designated Termination Date.

Other Employment Offer

Unless the Company provides otherwise in writing, or except as expressly provided in this Plan, an employee will not be eligible to receive benefits under this Plan if the Plan Administrator, in its sole discretion, determines that any of the following events has occurred prior to the employee's Designated Termination Date:

  • The employee has been offered, but has refused to accept, a suitable position with the Company or any of its Subsidiaries or Affiliates; OR
  • The employee's employment is being terminated in connection with a sale or transfer, merger, establishment of a joint venture, or other corporate transaction, and the employee has been offered a suitable position by the successor employer; OR
  • The employee's employment is being terminated in connection with the "outsourcing" of operational functions and he or she has been offered a suitable position by the outsourcing vendor.

CONDITIONS FOR PAYMENT OF SEVERANCE BENEFITS

An employee who is involuntarily terminated will not receive severance benefits under this Plan unless the Plan Administrator, in its sole discretion, determines that the employee has satisfied all of the following conditions:

  • Work Until Last Day Designated

The employee must continue to be actively at work through his or her Designated Termination Date or such earlier date as may be specified by his or her Employer in writing, unless the employee is absent due to vacation, temporary layoff, or an approved absence from work (including leave under the Family and Medical Leave Act).

This section does not apply to employees whose employment is being terminated due to a reduction in force or layoff requiring notice under federal or state WARN. Such employees are required, however, to provide two (2) weeks' prior notice.

3


  • Execution of Release and Other Separation Documents

The employee must execute and deliver to the Company, within the period of time specified by the Company, an agreement in a form satisfactory to the Company containing a general release of claims in favor of the Company and such other terms and provisions as may be determined by the Company in its sole discretion.

  • Return of Company Property and Settlement of Expenses

The employee must return all company property and satisfactorily settle all expenses owed to the Company and any of its Subsidiaries or Affiliates.

SEVERANCE BENEFITS

The severance benefits to be provided to an eligible employee will be determined in accordance with the Severance Benefit Guidelines attached to this Plan subject to the reductions set forth below; provided, that the Company has the right, in its sole discretion, and on a case-by case basis, to determine the amount of severance benefits to be provided to an eligible employee.

 

·          Reduction for Other Severance Benefits

In the event that an employee

·          is entitled to receive Severance-type benefits under another plan or arrangement maintained by the Employer, or

·          is covered by an employment agreement or other written agreement with the Employer providing for Severance-type benefits,

then the severance benefits payable to the employee under this Plan will be reduced by the amount of Severance-type benefits payable to the employee under such other plan, arrangement or agreement, unless the Company provides otherwise in writing. For the avoidance of doubt, if the Severance-type benefits payable under such other plan, arrangement or agreement are greater in the aggregate than the severance benefits payable to the employee under this Plan, then the employee shall not receive benefits under this Plan, and shall instead receive the Severance-type benefits under such other plan, arrangement or agreement.

REEMPLOYMENT

The following rules apply if an employee is reemployed by the Company or any of its Subsidiaries, Affiliates or successors.

·          Right to Terminate Benefits

Notwithstanding anything in this Plan to the contrary, in the event that an employee is reemployed before the completion of the scheduled payment of severance benefits, then an Employer shall have the right to terminate the benefits payable under this Plan at any time.

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·          Repayment of Severance Pay

In the event that an employee is offered reemployment within thirty (30) days after payment of his or her severance pay has commenced and subsequently accepts reemployment, then the employee shall repay to the Company the full amount of severance pay that he or she has received under this Plan.

RIGHT TO TERMINATE BENEFITS

Notwithstanding anything in this Plan to the contrary, in the event that the Plan Administrator determines that an employee has breached any of the terms and conditions set forth in any agreement executed by the employee as a condition to receiving benefits under this Plan, including, but not limited to, the general release of claims, then the Company shall have the right to terminate the benefits payable under this Plan at any time.

GENERAL RULES

  • Right to Withhold Taxes

The Company shall withhold such amounts from payments under this Plan as it determines necessary to fulfill any federal, state, or local wage or compensation withholding requirements.

  • No Right to Continued Employment

Neither the Plan nor any action taken with respect to it shall confer upon any person the right to continue in the employ of the Company or any of its Subsidiaries or Affiliates.

  • Benefits Non-Assignable

Benefits under the Plan may not be anticipated, assigned or alienated.

  • Unfunded Plan

The Company will make all payments under the Plan, and pay all expenses of the Plan, from its general asset


 
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