Kohl's 2014 Annual Report Download - page 59

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EXHIBIT 10.22
AMENDED AND RESTATED
EMPLOYMENT AGREEMENT
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is executed as of this 1st day of April, 2012, by and between
Kohl's Department Stores, Inc. and Kohl's Corporation (collectively referred to in this Agreement as “Company”) and Kenneth G. Bonning (“Executive”).
The Company and Executive entered into an Employment Agreement dated as of May 15, 2011 (the “Original Agreement”), whereby Company and
Executive agreed to certain aspects of their relationship during and after the period in which Executive is employed by the Company.
The parties believe it is in their best interests to amend and restate the Original Agreement as set forth herein.
NOW, THEREFORE, in consideration of the premises and the mutual agreements and covenants contained herein, and for other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged by the Company and Executive (“Parties”), the Parties agree as follows:
ARTICLE I
EMPLOYMENT
1.1 Term of Employment. The Company employs Executive, and Executive accepts employment by the Company, for the three (3) year period
commencing on April 1, 2012 (the “Initial Term”), subject to earlier termination as hereinafter set forth in Article III, below. This Agreement shall be
automatically extended for one (1) day each day during the term (the Initial Term as so extended, the “Renewal Term”) unless either party shall give the other
a written notice of intention not to renew, in which case this Agreement shall terminate as of the end of the Initial Term or said Renewal Term, as applicable
or unless this Agreement is earlier terminated as set forth in Article III, below. If this Agreement is extended, the terms of this Agreement during such Renewal
Term shall be the same as the terms in effect immediately prior to such extension (including the early termination provisions set forth in Article III, below),
subject to any such changes or modifications as mutually may be agreed between the Parties as evidenced in a written instrument signed by both the
Company and Executive. If Executive's employment is terminated for any reason specified in Section 3.1, below, after either party has provided a notice of
non-renewal under this Section 1.1, such termination will be treated as a termination under the applicable provision of Section 3.1 and not as a termination
due to non-renewal under this Section 1.1.
1.2 Position and Duties. Executive shall be employed in the position of Senior Executive Vice President, and shall be subject to the authority of,
and shall report to, the Company's Chief Administrative Officer and/or Board of Directors (the “Board”). Executive's duties and responsibilities shall include
all those customarily attendant to the position of Senior Executive Vice President and such other duties and responsibilities as may be assigned from time to
time by Executive's supervisor and/or the Company's Board. Executive shall devote Executive's entire business time, attention and energies exclusively to
the business interests of the Company while employed by the Company except as otherwise specifically approved in writing by Executive's supervisor and/or
the Company's Board. During the Initial Term and the Renewal Term,