Common use of Upon Termination Without Cause or For Good Reason Clause in Contracts

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause or by Executive for Good Reason during the Contract Period and Section 7.5 does not apply, DDR will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR will not be obligated to pay the lump sum amounts specified in Section 7.2(c) unless either (x) DDR is deemed to have waived the obligation to provide a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary for the year through the Termination Date, to the extent not already paid. DDR will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal to (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) the Annual Cash Bonus at the target level for Executive for the year in which the Termination Date occurs. Except as otherwise provided in Section 13.2, DDR will pay the amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2. (d) Provided that Executive timely elects continuation coverage under DDR’s health and dental plan pursuant to COBRA, DDR shall pay the COBRA premiums for Executive until the first anniversary of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. (e) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause Curbline other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period while Executive is employed by Curbline TRS, and Section 7.5 does not apply, DDR Curbline will pay and provide to Executive (or cause payment and provision to Executive of) the amounts and benefits specified in this Section 7.2, except that DDR Curbline will not be obligated to pay (or provide for payment of) the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR Curbline is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with applicable policy. DDR Curbline will pay (or cause payment of) this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus (or 2024 Bonus, if applicable) earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR Curbline will pay (or cause payment of) this amount to Executive on the same date and in the same amount that the Annual Cash Bonus (or 2024 Bonus, if applicable) for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of Annual Bonus (or 2024 Bonus, if applicable, and to the Termination Date, plus (iiextent unpaid) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by Curbline TRS during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR Curbline will pay the (or cause payment of) this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the such Annual Cash Bonus (or 2024 Bonus, if applicable) for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided that A lump sum amount equal to 1.5 times the sum of (i) Executive’s annual Base Salary as of the Termination Date, plus (ii) an amount equal to the average of the Annual Bonuses earned by Executive timely elects continuation coverage under DDR’s health in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (the “Average Annual Bonus”). Subject to Section 13.1, Curbline will pay (or cause payment of) this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. As applicable, any annual bonus paid by SITE Centers to Executive for a calendar year prior to 2024, and the 2024 Bonus (consisting of the SITE 2024 Bonus and the Curbline 2024 Bonus), will constitute an “Annual Bonus” for purposes of calculating the Average Annual Bonus in connection with this Section 7.2(d) or Section 7.5(d). (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly premium (both the employee and the employer portion) for employer-provided health, dental plan pursuant to COBRA, DDR shall pay the COBRA premiums and vision insurance benefits in effect for Executive until and Executive’s eligible dependents as of the first anniversary Termination Date, plus (B) the employer portion of the monthly premium for other Curbline-provided insurance (e.g., life, disability, etc.) in effect for Executive as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits Curbline will be subject pay (or cause payment of) this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause SITE Centers other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period Period, and Section 7.5 does not apply, DDR SITE Centers will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR SITE Centers will not be obligated to pay the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR SITE Centers is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with SITE Centers policy. DDR SITE Centers will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR SITE Centers will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by SITE Centers during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR SITE Centers will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided that A lump sum amount equal to 1.5 times the sum of (A) Executive’s annual Base Salary as of the Termination Date, plus (B) an amount equal to the average of the Annual Bonuses earned by Executive timely elects continuation coverage under DDR’s health in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (the “Average Annual Bonus”). Subject to Section 13.1, SITE Centers will pay this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. Any annual bonus paid by SITE Centers to Executive for a calendar year prior to 2023 will constitute an “Annual Bonus” for purposes of calculating the Average Annual Bonus in connection with this Section 7.2(d) or Section 7.5(d). (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly premium (both the employee and the employer portion) for SITE Centers-provided health, dental plan pursuant to COBRA, DDR shall pay the COBRA premiums and vision insurance benefits in effect for Executive until and Executive’s eligible dependents as of the first anniversary Termination Date, plus (B) the employer portion of the monthly premium for other SITE Centers provided insurance (e.g., life, disability, etc.) in effect for Executive as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits SITE Centers will be subject pay this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause Curbline other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period while Executive is employed by Curbline TRS, and Section 7.5 does not apply, DDR Curbline will pay and provide to Executive (or cause payment and provision to Executive of) the amounts and benefits specified in this Section 7.2, except that DDR Curbline will not be obligated to pay (or provide for payment of) the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR Curbline is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Cash Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with applicable policy. DDR Curbline will pay (or cause payment of) this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus (or 2024 Bonus, if applicable) earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR Curbline will pay (or cause payment of) this amount to Executive on the same date and in the same amount that the Annual Cash Bonus (or 2024 Bonus, if applicable) for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of Annual Bonus (or 2024 Bonus, if applicable, and to the Termination Date, plus (iiextent unpaid) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by Curbline TRS during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR Curbline will pay the (or cause payment of) this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the such Annual Cash Bonus (or 2024 Bonus, if applicable) for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided that A lump sum amount equal to two times the sum of (i) $800,000, plus (ii) an amount equal to the average of the Annual Bonuses earned by Executive timely elects continuation coverage under DDR’s health in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (the “Average Annual Bonus”). Subject to Section 13.1, Curbline will pay (or cause payment of) this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. As applicable, any annual bonus paid by SITE Centers to Executive for a calendar year prior to 2024, and the 2024 Bonus (consisting of the SITE 2024 Bonus and the Curbline 2024 Bonus), will constitute an “Annual Bonus” for purposes of calculating the Average Annual Bonus in connection with this Section 7.2(d) or Section 7.5(d). (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly premium (both the employee and the employer portion) for employer-provided health, dental plan pursuant to COBRA, DDR shall pay the COBRA premiums and vision insurance benefits in effect for Executive until and Executive’s eligible dependents as of the first anniversary Termination Date, plus (B) the employer portion of the monthly premium for other Curbline-provided insurance (e.g., life, disability, etc.) in effect for Executive as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits Curbline will be subject pay (or cause payment of) this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period Period, and Section 7.5 does not apply, DDR will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR will not be obligated to pay the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with DDR policy. DDR will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by DDR during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided A lump sum amount equal to the product of (i) the sum of (A) Executive’s annual Base Salary as of the Termination Date, plus (B) an amount equal to the average of the Annual Bonuses earned by Executive in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (or, if Executive has been eligible for fewer than three such Annual Bonuses, the number of fiscal years preceding the year in which the Termination Date occurs for which Executive was eligible for an Annual Bonus) (the “Average Annual Bonus”) multiplied by (ii) the lesser of (A) 1.5 and (B) 1.5 multiplied by a fraction (not greater than 1), the numerator of which is the number of calendar months remaining in the Contract Period as of the Termination Date, and the denominator of which is 18. Subject to Section 13.1, DDR will pay this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. Notwithstanding the foregoing, in the event that the Termination Date occurs prior to the determination of Annual Bonus payouts with respect to the 2017 calendar year, the Average Annual Bonus will be deemed to be Executive’s “Target” Annual Bonus as in effect on the Termination Date. (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health health, dental and dental plan vision plans pursuant to COBRA, plus (B) the employer portion of the monthly premium for other DDR shall pay the COBRA premiums provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits DDR will be subject pay this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause SITE Centers other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period Period, and Section 7.5 does not apply, DDR SITE Centers will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR SITE Centers will not be obligated to pay the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR SITE Centers is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with SITE Centers policy. DDR SITE Centers will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR SITE Centers will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by SITE Centers during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR SITE Centers will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided that A lump sum amount equal to 1.5 times the sum of (A) Executive’s annual Base Salary as of the Termination Date, plus (B) an amount equal to the average of the Annual Bonuses earned by Executive in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (the “Average Annual Bonus”). Subject to Section 13.1, SITE Centers will pay this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. Any annual bonus paid by SITE Centers to Executive for a calendar year prior to 2021 will constitute an “Annual Bonus” for purposes of calculating the Average Annual Bonus in connection with this Section 7.2(d) or Section 7.5(d). (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health SITE Centers’ health, dental and dental plan vision plans pursuant to COBRA, DDR shall pay plus (B) the COBRA premiums employer portion of the monthly premium for other SITE Centers provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits SITE Centers will be subject pay this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If ExecutiveWolstein’s employment under this Agreement is terminated by DDR without Cause (which, for all purposes of this Agreement, will include termination of Wolstein’s employment upon expiration of the term as contemplated by Section 7.1 if the Non-Renewal Notice was given by DDR) or by Executive Wolstein for Good Reason during the Contract Period and Section 7.5 does not applyReason, DDR will pay and provide to Executive Wolstein the amounts and benefits specified in this Section 7.28.2, except that DDR will not be obligated to pay the lump sum amounts specified in Section 7.2(ceither of Sections 8.2(c) or 8.2(d) unless either (x) DDR is deemed to have waived the obligation to provide a Release as provided in Section 8.2 10.2 or (y) Executive Wolstein has timely executed a Release as contemplated by Section 8.310.3. The amounts and benefits specified in this Section 7.2 8.2 are as follows: (a) A lump sum amount equal to ExecutiveWolstein’s Base Salary for the year through the Termination Date, to the extent not already paid. DDR will pay this amount to Executive Wolstein within 30 days of the Termination Date. (b) A lump sum The amount equal of the Annual Bonus with respect to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occursyear, to the extent not already paid. DDR will pay this amount to Executive Wolstein on the same date and in the same amount that the Annual Cash Bonus for such that year would have been paid if ExecutiveWolstein’s employment had not been terminated, but in any event not later than March 15 of the current year. (c) If the Termination Date is on or prior to December 31, 2008, a lump sum amount equal to $5 million. Except as otherwise provided in Section 16.2, DDR will pay this amount to Wolstein during the Seventh Month after the Termination Date. (d) If the Termination Date is after December 31, 2008, a lump sum amount equal to the greater of (i) $5 million or (ii) the sum of (A) Wolstein’s Base Salary for the calendar year in which the Termination Date occurs. (c) A lump sum amount equal to (i) one year of Executive’s Base Salary as of the Termination Date, termination occurs plus (iiB) the amount of Annual Cash Bonus at paid or payable, as the target level for Executive case may be, to Wolstein for the calendar year immediately preceding the calendar year in which the such Termination Date occurs. Except as otherwise provided in Section 13.216.2, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive Wolstein during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2Date. (de) Provided that Executive timely elects continuation coverage under DDR’s health Continuing life, disability, medical, hospitalization, vision, and dental plan pursuant insurance to COBRA, DDR shall pay Wolstein and his family at the COBRA premiums for Executive until levels specified in Section 5.2 through the first anniversary of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Section 409A409A of the Internal Revenue Code, the timing of the provision of these benefits will be subject to Sections 13.1 16.1 and 13.3 16.3 if and to the extent either of those sections is applicable according to its terms. (ef) Outplacement services Notwithstanding any provision of any annual long-term incentive compensation plan or program of the Company, or any provision in any annual long-term incentive compensation award agreement between the Company and supportWolstein, all restricted shares and similar equity awards granted to Wolstein that vest based solely upon Wolstein’s continued employment with the reasonable scope Company or the passage of time, and provider of which will be selected by DDRawards have not otherwise vested, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following shall vest immediately upon the Termination Date. To assure compliance with Section 409Athe extent applicable, the timing Company and Wolstein each intend the provisions of this Section 8.2(f) to operate as an amendment to all relevant provisions of any equity compensation plans or programs of the Company and all relevant equity compensation award agreements between the Company and Wolstein specifically to effect the intent of this Section 8.2(f); provided, however, that, notwithstanding anything to the contrary in the foregoing, this Section 8.2(f) shall not apply to any equity awards granted or issued pursuant to any outperformance award plans (including the Outperformance Long-Term Incentive Plan) or supplemental equity award plans (including the 2007 Supplemental Equity Plan) of the Company, which awards shall vest and be exercisable pursuant to the terms of such plans. (g) Notwithstanding any provision of these benefits will any annual long-term incentive compensation plan or program of the Company, or any provision in any annual long-term incentive compensation award agreement between the Company and Wolstein, all stock options and similar equity awards granted to Wolstein by the Company that have not otherwise vested shall be subject vested immediately upon the Termination Date. To the extent applicable, the Company and Wolstein each intend the provisions of this Section 8.2(g) to Sections 13.1 operate as an amendment to all relevant provisions of any equity compensation plans or programs of the Company and 13.3 if all relevant equity compensation award agreements between the Company and Wolstein specifically to effect the intent of this Section 8.2(g); provided, however, that, notwithstanding anything to the extent either contrary in the foregoing, this Section 8.2(g) shall not apply to any equity awards granted or issued pursuant to any outperformance award plans (including the Outperformance Long-Term Incentive Plan) or supplemental equity award plans (including the 2007 Supplemental Equity Plan) of those sections is applicable according the Company, which awards shall vest and be exercisable pursuant to its termsthe terms of such plans.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR the Company without Cause or by Executive for Good Reason during Reason, the Contract Period and Section 7.5 does not apply, DDR Company will pay and provide to Executive the amounts and benefits specified in this Section 7.28.2, except that DDR the Company will not be obligated to pay Executive the lump sum amounts salary continuation payments specified in Section 7.2(c8.2(d) unless either (x) DDR the Company is deemed to have waived the Executive’s obligation to provide a Release as provided in Section 8.2 9.2 or (y) Executive has timely executed a Release as contemplated by Section 8.39.3. The amounts and benefits specified in this Section 7.2 8.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary for the year through the Termination Date, to the extent not already paid, and continuing insurance coverage as specified in Section 5.2 through the Termination Date. DDR The Company will pay any Base Salary referred to in this amount Section 8.2(a) to Executive within 30 days of the Termination Date. (b) A lump sum The amount equal of the annual bonus under the MICP with respect to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occursyear, to the extent not already paid. DDR The Company will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal to (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) the Annual Cash Bonus at the target level for Executive for the year in which the Termination Date occurs. Except as otherwise provided in Section 13.2, DDR will pay the amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus annual bonus for that year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar current year. (c) If and only if the Termination Date is at least three full months after the beginning of the MICP Bonus Year within which the Termination Date falls, a lump sum amount (a “Pro Rata Annual Bonus”) equal to a pro rata portion of the full year following annual bonus under the calendar year in MICP that Executive would have been entitled to had his employment continued through the date on which Executive’s employment bonuses for that Bonus Year are paid, based on actual financial results of the Company for the entire Bonus Year and individual performance by Executive during that part of the Bonus Year ending on the Termination Date (the “Full Year Pro Forma Bonus Amount”). Any Pro Rata Bonus payable under this Section 8.2(c) will be equal to the Full Year Pro Forma Bonus Amount multiplied by a fraction, the numerator of which is terminated the number of days between January 1 of the Bonus Year and the Termination Date and the denominator of which is 365. The Company will pay any Pro Rata Annual Bonus that may be payable pursuant to this Section 7.28.2(c) on the same date as other bonuses are paid with respect to the Bonus Year in which the Termination Date falls, but not later than March 15 of the immediately following year. (d) Provided Continuation of Base Salary, at the rate in effect immediately before the Termination Date or, if Section 8.2(e) applies, at the reduced rate specified in that Executive timely elects continuation coverage under DDR’s health section, through the first to occur of (i) the end of the then current term and dental plan pursuant to COBRA, DDR shall pay the COBRA premiums for Executive until (ii) the first anniversary of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Section 409AFor these purposes , the timing phrase “the end of the provision then current term” (x) means the third anniversary of these benefits the Effective Date if the Termination Date occurs before that third anniversary and (y) means the fourth anniversary of the Effective Date if the Termination Date occurs after the third but before the fourth anniversary of the Effective Date. The salary continuation payments to be made under this Section 8.2(d) will be subject made at the same times as salary payments would have been made to Sections 13.1 and 13.3 Executive if and to his employment with the extent either Company had continued through the first anniversary of those sections is applicable according to its termsthe Termination Date. (e) Outplacement services and supportThis Section 8.2(e) will apply only if the aggregate amount of salary continuation payments under Section 8.2(d), without reference to this Section 8.2(e) (the “Unreduced Amount”), is greater than 1.95 times the dollar limit on separation pay set forth in Section 401(a)(17) of the Internal Revenue Code (the product of 1.95 times the dollar limit set forth in Section 401(a)(17) of the Internal Revenue Code is referred to in this Agreement as the “Modified Limit”). If this Section 8.2(e) applies: (i) the amount of each salary continuation payment to be made under Section 8.2(d) will be ratably reduced to the extent necessary so that, in the aggregate, the reasonable scope and provider dollar value of all salary continuation payments to be made under Section 8.2(d) will equal the Modified Limit; and (ii) the Company will make a single lump sum payment to Executive in an amount equal to the amount by which the Unreduced Amount exceeds the Modified Limit. The Company will be selected by DDRpay the amount, if any, provided for a in this Section 8.2(e)(ii) to Executive during the period of one year following 30 consecutive days that begins exactly six months after the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause Curbline other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period while Executive is employed by Curbline TRS, and Section 7.5 does not apply, DDR Curbline will pay and provide to Executive (or cause payment and provision to Executive of) the amounts and benefits specified in this Section 7.2, except that DDR Curbline will not be obligated to pay (or provide for payment of) the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR Curbline is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with applicable policy. DDR Curbline will pay (or cause payment of) this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus (or 2024 Bonus, if applicable) earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR Curbline will pay (or cause payment of) this amount to Executive on the same date and in the same amount that the Annual Cash Bonus (or 2024 Bonus, if applicable) for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of Annual Bonus (or 2024 Bonus, if applicable, and to the Termination Date, plus (iiextent unpaid) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by Curbline TRS during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR Curbline will pay the (or cause payment of) this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the such Annual Cash Bonus (or 2024 Bonus, if applicable) for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided A lump sum amount equal to 1.5 times the sum of (i) Executive’s annual Base Salary as of the Termination Date, plus (ii) an amount equal to the average of the Annual Bonuses earned by Executive in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (or, if Executive has been eligible for fewer than three such Annual Bonuses, the number of fiscal years preceding the year in which the Termination Date occurs for which Executive was eligible for an Annual Bonus) (the “Average Annual Bonus”). Subject to Section 13.1, Curbline will pay (or cause payment of) this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. As applicable, the 2024 Bonus (consisting of the SITE 2024 Bonus and the Curbline 2024 Bonus) will constitute an “Annual Bonus” for purposes of calculating the Average Annual Bonus in connection with this Section 7.2(d) or Section 7.5(d). Notwithstanding the foregoing, in the event that Executive timely elects continuation coverage under DDRthe Termination Date occurs prior to the determination of Annual Bonus payouts with respect to the 2025 calendar year, the Average Annual Bonus will be deemed to be Executive’s health “Target” Annual Bonus as in effect on the Termination Date. (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly premium (both the employee and the employer portion) for employer-provided health, dental plan pursuant to COBRA, DDR shall pay the COBRA premiums and vision insurance benefits in effect for Executive until and Executive’s eligible dependents as of the first anniversary Termination Date, plus (B) the employer portion of the monthly premium for other Curbline-provided insurance (e.g., life, disability, etc.) in effect for Executive as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits Curbline will be subject pay (or cause payment of) this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause or by Executive for Good Reason during the Contract Period and Section 7.5 does not apply, DDR will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR will not be obligated to pay the lump sum amounts specified in Section 7.2(c) unless either (x) DDR is deemed to have waived the obligation to provide a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary for the year through the Termination Date, to the extent not already paid. DDR will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal to (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) the Annual Cash Bonus at the target level for Executive for the year in which the Termination Date occurs. Except as otherwise provided in Section 13.2, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2). (d) Provided that Executive timely elects continuation coverage under DDR’s health and dental plan pursuant to COBRA, DDR shall pay the COBRA premiums for Executive until the first anniversary of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. (e) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause or by Executive for Good Reason during the Contract Period and Section 7.5 does not apply, DDR will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR will not be obligated to pay the lump sum amounts amount specified in Section 7.2(c7.2(d) unless either (x) DDR is deemed to have waived the obligation to provide a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary for the year through the Termination Date, to the extent not already paid. DDR will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal to Executive’s Annual Bonus for the calendar year in which the Termination Date occurs at the “target” level, pro-rated based on the number of days that elapse between January 1 of such year and the Termination Date. Subject to Section 13.1, DDR will pay this amount to Executive within 30 days of the Termination Date. (d) A lump sum amount equal to 1.0 times the sum of (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) an amount equal to the value of the Annual Cash Bonus at the target level for Executive for applicable to the year in which the Termination Date occursoccurs at the “Target” level. Except as otherwise provided in Section 13.2, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2). (de) Provided that A lump sum in cash in an amount equal to the product of (i) 12 multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health health, dental and dental plan vision plans pursuant to COBRA, plus (B) the employer portion of the monthly premium for other DDR shall pay the COBRA premiums provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Section 409A, DDR will pay this amount to Executive during the timing of Seventh Month after the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its termsTermination Date. (ef) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period Period, and Section 7.5 does not apply, DDR will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR will not be obligated to pay the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with DDR policy. DDR will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by DDR during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided A lump sum amount equal to the product of (i) the sum of (A) Executive’s annual Base Salary as of the Termination Date, plus (B) an amount equal to the average of the Annual Bonuses earned by Executive in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (or, if Executive has been eligible for fewer than three such Annual Bonuses, the number of fiscal years preceding the year in which the Termination Date occurs for which Executive was eligible for an Annual Bonus) (the “Average Annual Bonus”) multiplied by (ii) a fraction, the numerator of which is the lesser of (A) 24 and (B) the number of calendar months remaining in the Contract Period as of the Termination Date, and the denominator of which is 12. Subject to Section 13.1, DDR will pay this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. Notwithstanding the foregoing, in the event that the Termination Date occurs prior to the determination of Annual Bonus payouts with respect to the 2017 calendar year, the Average Annual Bonus will be deemed to be Executive’s “Target” Annual Bonus as in effect on the Termination Date. (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health health, dental and dental plan vision plans pursuant to COBRA, plus (B) the employer portion of the monthly premium for other DDR shall pay the COBRA premiums provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits DDR will be subject pay this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s Xxxxxxx’x employment under this Agreement is terminated by DDR the Board without Cause or by Executive Xxxxxxx for Good Reason during the Contract Period and Section 7.5 does not apply, DDR will pay and provide to Executive Xxxxxxx the amounts and benefits specified in this Section 7.2, except that DDR will not be obligated to pay the lump sum amounts specified in Section Sections 7.2(c) or 7.2(e) unless either (x) DDR is deemed to have waived the obligation to provide a Release as provided in Section 8.2 or (y) Executive Xxxxxxx has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Xxxxxxx’x Base Salary for the year through the Termination Date, to the extent not already paid. DDR will pay this amount to Executive Xxxxxxx within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Xxxxxxx’x Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occursyear, to the extent not already paid. DDR will pay this amount to Executive Xxxxxxx on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s Xxxxxxx’x employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurscurrent year. (c) A lump sum amount equal to to: (i) one year if the Termination Date occurs during either of Executive’s 2009 or 2010, two times the sum of (A) Xxxxxxx’x Base Salary as of the Termination Date, plus (iiB) the Annual Cash Bonus at the target level for Executive Xxxxxxx for the year in which the Termination Date occursoccurs at the “Target” level; (ii) if the Termination Date occurs during 2011, an amount equal to the sum of (A) Xxxxxxx’x Base Salary for the period after the Termination Date through the end of the Contract Period, to the extent not already paid, plus (B) two times the Annual Cash Bonus for Xxxxxxx for 2011 at the “Target” level; or (iii) if the Termination Date occurs during 2012, an amount equal to the sum of (A) Xxxxxxx’x Base Salary for the period after the Termination Date through the end of the Contract Period, to the extent not already paid, plus (B) the Annual Cash Bonus for Xxxxxxx for 2012 at the “Target” level. Except as otherwise provided in Section 13.2, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive Xxxxxxx during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2). (d) Provided that Executive timely elects continuation coverage under DDR’s health Continuing medical, hospitalization, vision, and dental plan pursuant insurance to COBRA, DDR shall pay Xxxxxxx and his eligible dependents at the COBRA premiums for Executive until levels specified in Section 4.2 through the earlier of (i) the first anniversary of the Termination Date. Such payments shall be taxable to Date and (ii) the Executiveend of the Contract Period. To assure compliance with Section 409A409A of the Internal Revenue Code, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. (e) Outplacement services Subject in all cases to the terms and supportlimitations of any applicable equity plan of the Company, (i) all equity awards granted to Xxxxxxx that vest based solely upon Xxxxxxx’x continued employment with the reasonable scope Company or the passage of time, which awards have not otherwise vested as of the Termination Date, and provider (ii) all equity awards granted to Xxxxxxx under any long-term incentive compensation plan or program of the Company, including the Value Sharing Equity Program, which will awards have been earned but have not vested as of the Termination Date, shall not be selected forfeited by DDRXxxxxxx, but instead such equity awards shall remain outstanding and shall continue to vest according to the original vesting terms established for a period of one year following such equity awards, even if Xxxxxxx is no longer employed by the Company at any time after the Termination Date; provided, that Executive must first utilize however, that, to the extent determined by the Board in its sole discretion, in connection with a termination of Xxxxxxx’x employment pursuant to this Section 7.2, the Company may pay a lump sum amount equal to the product of (1) the aggregate number of Shares comprising or underlying such outplacement services and support within 90 days following equity awards, as applicable, multiplied by (2) the Fair Market Value as of the Termination Date, and such equity awards will thereby be forfeited. To assure compliance with Except as otherwise provided in Section 409A13.2, DDR will pay this amount to Xxxxxxx during the timing of Seventh Month after the provision of these benefits will be subject to Sections Termination Date (as defined in Section 13.1 and 13.3 if and to the extent either of those sections is applicable according to its termsbelow).

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause SITE Centers other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period Period, and Section 7.5 does not apply, DDR SITE Centers will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR SITE Centers will not be obligated to pay the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR SITE Centers is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with SITE Centers policy. DDR SITE Centers will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR SITE Centers will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by SITE Centers during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR SITE Centers will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than between January 1 and March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided that A lump sum amount equal to 1.5 times the sum of (A) Executive’s annual Base Salary as of the Termination Date, plus (B) an amount equal to the average of the Annual Bonuses earned by Executive in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (the “Average Annual Bonus”). Except as otherwise provided in Section 13.2, SITE Centers will pay this amount to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below). Any annual bonus paid by SITE Centers to Executive for a calendar year prior to 2021 will constitute an “Annual Bonus” for purposes of calculating the Average Annual Bonus in connection with this Section 7.2(d) or Section 7.5(d). (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health SITE Centers’ health, dental and dental plan vision plans pursuant to COBRA, DDR shall pay plus (B) the COBRA premiums employer portion of the monthly premium for other SITE Centers provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Section 409A, SITE Centers will pay this amount to Executive during the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. (e) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following Seventh Month after the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause SITE Centers other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period Period, and Section 7.5 does not apply, DDR SITE Centers will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR SITE Centers will not be obligated to pay the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR SITE Centers is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with SITE Centers policy. DDR SITE Centers will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR SITE Centers will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by SITE Centers during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR SITE Centers will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided A lump sum amount equal to two times the sum of (A) Executive’s annual Base Salary as of the Termination Date, plus (B) an amount equal to the average of the Annual Bonuses earned by Executive in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (with such amount calculated as if all such earned Annual Bonuses were received entirely in cash, disregarding any enhanced value that may have been received by Executive based on any election to receive Annual Bonus RSUs) (the “Average Annual Bonus”). Subject to Section 13.1, SITE Centers will pay this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. Any annual bonus paid by SITE Centers to Executive for a calendar year prior to 2020 will constitute an “Annual Bonus” for purposes of calculating the Average Annual Bonus in connection with this Section 7.2(d) or Section 7.5(d). (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health SITE Centers’ health, dental and dental plan vision plans pursuant to COBRA, DDR shall pay plus (B) the COBRA premiums employer portion of the monthly premium for other SITE Centers provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits SITE Centers will be subject pay this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause other than due to Cause, death or disability (pursuant to Section 7.1), or by Executive for Good Reason Reason, during the Contract Period Period, and Section 7.5 8.5 does not apply, DDR will pay and provide to Executive the amounts and benefits specified in this Section 7.28.2, except that DDR will not be obligated to pay the lump sum amounts amount specified in Section 7.2(c8.2(d) unless either (x) DDR is deemed to have waived the obligation to provide a Release as provided in Section 8.2 9.2 or (y) Executive has timely executed a Release as contemplated by Section 8.39.3. The amounts and benefits specified in this Section 7.2 8.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with DDR policy. DDR will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by DDR during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.214.1, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided A lump sum amount equal to the product of (i) the sum of (A) Executive’s annual Base Salary as of the Termination Date, plus (B) an amount equal to the value of the Annual Bonus for Executive applicable to the year in which the Termination Date occurs at the “Target” level multiplied by (ii) a fraction, the numerator of which is the lesser of (A) 24 and (B) the number of calendar months remaining in the Contract Period as of the Termination Date, and the denominator of which is 12. Subject to Section 14.1, DDR will pay this amount to Executive during the 30-day period that begins exactly 60 days after the Termination Date. (e) A lump sum in cash in an amount equal to the product of (i) six multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health health, dental and dental plan vision plans pursuant to COBRA, plus (B) the employer portion of the monthly premium for other DDR shall pay the COBRA premiums provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A14.1, the timing of the provision of these benefits DDR will be subject pay this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. (e) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following Executive within 30 days after the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause or by Executive for Good Reason during the Contract Period and Section 7.5 does not apply, DDR will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR will not be obligated to pay the lump sum amounts amount specified in Section 7.2(c7.2(d) unless either (x) DDR is deemed to have waived the obligation to provide a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary for the year through the Termination Date, to the extent not already paid. DDR will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal to Executive’s Annual Bonus for the calendar year in which the Termination Date occurs at the “target” level, pro-rated based on the number of days that elapse between January 1 of such year and the Termination Date. Subject to Section 13.1, DDR will pay this amount to Executive within 30 days of the Termination Date. (d) A lump sum amount equal to 1.5 times the sum of (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) an amount equal to the value of the Annual Cash Bonus at the target level for Executive for applicable to the year in which the Termination Date occursoccurs at the “Target” level. Except as otherwise provided in Section 13.2, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2). (de) Provided that A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health health, dental and dental plan vision plans pursuant to COBRA, plus (B) the employer portion of the monthly premium for other DDR shall pay the COBRA premiums provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Section 409A, DDR will pay this amount to Executive during the timing of Seventh Month after the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its termsTermination Date. (ef) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. (g) All unvested equity or equity-based awards will be subject to treatment in accordance with the plan and/or grant agreements pursuant to which such awards were granted.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause Curbline other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period while Executive is employed by Curbline TRS, and Section 7.5 does not apply, DDR Curbline will pay and provide to Executive (or cause payment and provision to Executive of) the amounts and benefits specified in this Section 7.2, except that DDR Curbline will not be obligated to pay (or provide for payment of) the lump sum amounts specified in Section 7.2(c), (d) and (e) unless either (x) DDR Curbline is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with applicable policy. DDR Curbline will pay (or cause payment of) this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus (or 2024 Bonus, if applicable) earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR Curbline will pay (or cause payment of) this amount to Executive on the same date and in the same amount that the Annual Cash Bonus (or 2024 Bonus, if applicable) for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of Annual Bonus (or 2024 Bonus, if applicable, and to the Termination Date, plus (iiextent unpaid) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by Curbline TRS during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR Curbline will pay the (or cause payment of) this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the such Annual Cash Bonus (or 2024 Bonus, if applicable) for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided that A lump sum amount equal to 1.5 times the sum of (i) Executive’s annual Base Salary as of the Termination Date, plus (ii) an amount equal to the average of the Annual Bonuses earned by Executive timely elects continuation coverage under DDR’s health in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (the “Average Annual Bonus”). Subject to Section 13.1, Curbline will pay (or cause payment of) this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. As applicable, any annual bonus paid by SITE Centers to Executive for a calendar year prior to 2024, and the 2024 Bonus (consisting of the SITE 2024 Bonus and the Curbline 2024 Bonus), will constitute an “Annual Bonus” for purposes of calculating the Average Annual Bonus in connection with this Section 7.2(d) or Section 7.5(d). (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly premium (both the employee and the employer portion) for employer-provided health, dental plan pursuant to COBRA, DDR shall pay the COBRA premiums and vision insurance benefits in effect for Executive until and Executive’s eligible dependents as of the first anniversary Termination Date, plus (B) the employer portion of the monthly premium for other Curbline-provided insurance (e.g., life, disability, etc.) in effect for Executive as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits Curbline will be subject pay (or cause payment of) this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause SITE Centers other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Contract Period Period, and Section 7.5 does not apply, DDR SITE Centers will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR SITE Centers will not be obligated to pay the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR SITE Centers is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with SITE Centers policy. DDR SITE Centers will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus (or 2019 Bonus, as applicable) earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR SITE Centers will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus (or 2019 Bonus, as applicable) for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary Annual Bonus (or 2019 Bonus, as of the Termination Date, plus (iiapplicable) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs. Except as otherwise provided in Section 13.2, DDR will pay pro-rated based on the amount referred to in this Section 7.2(c)(i) to number of days that Executive is employed by SITE Centers during the Seventh Month after applicable performance period (or the 2019 calendar year, as applicable), and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period (or, if the Termination Date (occurs in 2019, as defined determined by the Board or Committee in accordance with Executive’s 2019 Bonus). Subject to Section 13.1 below) and 13.1, SITE Centers will pay the this amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus applicable annual bonus for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided A lump sum amount equal to the product of (i) the sum of (A) Executive’s annual Base Salary as of the Termination Date, plus (B) an amount equal to the average of the Annual Bonuses (and 2019 Bonus, as applicable) earned by Executive in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (or, if Executive has been eligible for fewer than two such Annual Bonuses plus the 2019 Bonus, the number of fiscal years preceding the year in which the Termination Date occurs for which Executive was eligible for an Annual Bonus or 2019 Bonus) (the “Average Annual Bonus”) multiplied by (ii) the lesser of (A) 1.5 and (B) 1.5 multiplied by a fraction (not greater than 1), the numerator of which is the number of calendar months remaining in the Contract Period as of the Termination Date, and the denominator of which is 18. Subject to Section 13.1, SITE Centers will pay this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. Notwithstanding the foregoing, in the event that the Termination Date occurs prior to the determination of the 2019 Bonus payout with respect to the 2019 calendar year, the Average Annual Bonus will be deemed to be $200,000. (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health SITE Centers’ health, dental and dental plan vision plans pursuant to COBRA, DDR shall pay plus (B) the COBRA premiums employer portion of the monthly premium for other SITE Centers provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits SITE Centers will be subject pay this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause or by Executive for Good Reason during the Contract Period and Section 7.5 does not apply, DDR will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR will not be obligated to pay the lump sum amounts amount specified in Section 7.2(c7.2(d) unless either (x) DDR is deemed to have waived the obligation to provide a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary for the year through the Termination Date, to the extent not already paid. DDR will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal to Executive’s Annual Bonus for the calendar year in which the Termination Date occurs at the “target” level, pro-rated based on the number of days that elapse between January 1 of such year and the Termination Date. Subject to Section 13.1, DDR will pay this amount to Executive within 30 days of the Termination Date. (d) A lump sum amount equal to 1.6 times the sum of (i) one year of Executive’s Base Salary as of the Termination Date, plus (ii) an amount equal to the value of the Annual Cash Bonus at the target level for Executive for applicable to the year in which the Termination Date occursoccurs at the “Target” level. Except as otherwise provided in Section 13.2, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2). (de) Provided that A lump sum in cash in an amount equal to the product of (i) 12 multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health health, dental and dental plan vision plans pursuant to COBRA, plus (B) the employer portion of the monthly premium for other DDR shall pay the COBRA premiums provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Section 409A, DDR will pay this amount to Executive during the timing of Seventh Month after the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its termsTermination Date. (ef) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s Xxxxxxx’x employment under this Agreement is terminated by DDR without Cause (which, for all purposes of this Agreement, will include termination of Xxxxxxx’x employment upon expiration of the term as contemplated by Section 6.1 if the Non-Renewal Notice was given by DDR) or by Executive Xxxxxxx for Good Reason during the Contract Period and Section 7.5 does not applyReason, DDR will pay and provide to Executive Xxxxxxx the amounts and benefits specified in this Section 7.2, except that DDR will not be obligated to pay the lump sum amounts specified in Section either of Sections 7.2(c) or 7.2(d) unless either (x) DDR is deemed to have waived the obligation to provide a Release as provided in Section 8.2 or (y) Executive Xxxxxxx has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Xxxxxxx’x Base Salary for the year through the Termination Date, to the extent not already paid. DDR will pay this amount to Executive Xxxxxxx within 30 days of the Termination Date. (b) A lump sum The amount equal of the Annual Bonus with respect to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occursyear, to the extent not already paid. DDR will pay this amount to Executive Xxxxxxx on the same date and in the same amount that the Annual Cash Bonus for such that year would have been paid if Executive’s Xxxxxxx’x employment had not been terminated, but in any event not later than March 15 of the current year. (c) If the Termination Date is on or prior to December 31, 2008, a lump sum amount equal to $3 million. Except as otherwise provided in Section 14.2, DDR will pay this amount to Xxxxxxx during the Seventh Month after the Termination Date. (d) If the Termination Date is after December 31, 2008, a lump sum amount equal to the greater of (i) $3 million or (ii) the sum of (A) Xxxxxxx’x Base Salary for the calendar year in which the Termination Date occurs. (c) A lump sum amount equal to (i) one year of Executive’s Base Salary as of the Termination Date, termination occurs plus (iiB) the amount of Annual Cash Bonus at paid or payable, as the target level for Executive case may be, to Xxxxxxx for the calendar year immediately preceding the calendar year in which the such Termination Date occurs. Except as otherwise provided in Section 13.214.2, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive Xxxxxxx during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2Date. (de) Provided that Executive timely elects continuation coverage under DDR’s health Continuing life, disability, medical, hospitalization, vision, and dental plan pursuant insurance to COBRA, DDR shall pay Xxxxxxx and his family at the COBRA premiums for Executive until levels specified in Section 4.2 through the first anniversary of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Section 409A409A of the Internal Revenue Code, the timing of the provision of these benefits will be subject to Sections 13.1 14.1 and 13.3 14.3 if and to the extent either of those sections is applicable according to its terms. (ef) Outplacement services Notwithstanding any provision of any annual long-term incentive compensation plan or program of the Company, or any provision in any annual long-term incentive compensation award agreement between the Company and supportXxxxxxx, all restricted shares and similar equity awards granted to Xxxxxxx that vest based solely upon Xxxxxxx’x continued employment with the reasonable scope Company or the passage of time, and provider of which will be selected by DDRawards have not otherwise vested, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following shall vest immediately upon the Termination Date. To assure compliance with Section 409Athe extent applicable, the timing Company and Xxxxxxx each intend the provisions of this Section 7.2(f) to operate as an amendment to all relevant provisions of any equity compensation plans or programs of the Company and all relevant equity compensation award agreements between the Company and Xxxxxxx specifically to effect the intent of this Section 7.2(f); provided, however, that, notwithstanding anything to the contrary in the foregoing, this Section 7.2(f) shall not apply to any equity awards granted or issued pursuant to any outperformance award plans (including the Outperformance Long-Term Incentive Plan) or supplemental equity award plans (including the 2007 Supplemental Equity Plan) of the Company, which awards shall vest and be exercisable pursuant to the terms of such plans. (g) Notwithstanding any provision of these benefits will any annual long-term incentive compensation plan or program of the Company, or any provision in any annual long-term incentive compensation award agreement between the Company and Xxxxxxx, all stock options and similar equity awards granted to Xxxxxxx by the Company that have not otherwise vested shall be subject vested immediately upon the Termination Date. To the extent applicable, the Company and Xxxxxxx each intend the provisions of this Section 7.2(g) to Sections 13.1 operate as an amendment to all relevant provisions of any equity compensation plans or programs of the Company and 13.3 if all relevant equity compensation award agreements between the Company and Xxxxxxx specifically to effect the intent of this Section 7.2(g); provided, however, that, notwithstanding anything to the extent either contrary in the foregoing, this Section 7.2(g) shall not apply to any equity awards granted or issued pursuant to any outperformance award plans (including the Outperformance Long-Term Incentive Plan) or supplemental equity award plans (including the 2007 Supplemental Equity Plan) of those sections is applicable according the Company, which awards shall vest and be exercisable pursuant to its termsthe terms of such plans.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause Curbline other than due to Cause, death or disability (pursuant to Section 6.1), or by Executive for Good Reason Reason, during the Curbline Contract Period while Executive is employed by Curbline (or an appropriate Subsidiary), and Section 7.5 does not apply, DDR Curbline will pay and provide to Executive (or cause payment and provision to Executive of) the amounts and benefits specified in this Section 7.2, except that DDR Curbline will not be obligated to pay (or provide for payment of) the lump sum amounts specified in Section 7.2(c7.2 (c), (d) and (e) unless either (x) DDR Curbline is deemed to have waived the obligation its right to provide present and require a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Cash Base Salary and any accrued but unused paid time off for the year through the Termination Date, to the extent not already paidpaid in accordance with applicable policy. DDR Curbline will pay (or cause payment of) this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus (or 2024 Bonus, if applicable) earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR Curbline will pay (or cause payment of) this amount to Executive on the same date and in the same amount that the Annual Cash Bonus (or 2024 Bonus, if applicable) for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal in value to (i) one year of Executive’s Base Salary as of Annual Bonus (or 2024 Bonus, if applicable, and to the Termination Date, plus (iiextent unpaid) the Annual Cash Bonus at the target level for Executive that would have been earned for the calendar year in which the Termination Date occurs, pro-rated based on the number of days that Executive is employed by Curbline (or an appropriate Subsidiary) during the applicable performance period, and calculated on the basis of actual performance of the applicable performance objectives for the entire performance period. Except as otherwise provided in Subject to Section 13.213.1, DDR Curbline will pay the (or cause payment of) this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the such Annual Cash Bonus (or 2024 Bonus, if applicable) for that such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2the Termination Date occurs. (d) Provided that A lump sum amount equal to two times the sum of (i) $800,000, plus (ii) an amount equal to the average of the Annual Bonuses earned by Executive timely elects continuation coverage under DDR’s health in the three fiscal years ending immediately prior to the fiscal year in which the Termination Date occurs (the “Average Annual Bonus”). Subject to Section 13.1, Curbline will pay (or cause payment of) this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date. As applicable, any annual bonus paid by SITE Centers to Executive for a calendar year prior to 2024, and the 2024 Bonus (consisting of the SITE 2024 Bonus and the Curbline 2024 Bonus), will constitute an “Annual Bonus” for purposes of calculating the Average Annual Bonus in connection with this Section 7.2(d) or Section 7.5(d). (e) A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly premium (both the employee and the employer portion) for employer-provided health, dental plan pursuant to COBRA, DDR shall pay the COBRA premiums and vision insurance benefits in effect for Executive until and Executive’s eligible dependents as of the first anniversary Termination Date, plus (B) the employer portion of the monthly premium for other Curbline-provided insurance (e.g., life, disability, etc.) in effect for Executive as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Subject to Section 409A13.1, the timing of the provision of these benefits Curbline will be subject pay (or cause payment of) this amount to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms. Executive as soon as practicable (ebut no later than 74 days) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.

Upon Termination Without Cause or For Good Reason. If Executive’s employment under this Agreement is terminated by DDR without Cause or by Executive for Good Reason during the Contract Period and Section 7.5 does not apply, DDR will pay and provide to Executive the amounts and benefits specified in this Section 7.2, except that DDR will not be obligated to pay the lump sum amounts amount specified in Section 7.2(c7.2(d) unless either (x) DDR is deemed to have waived the obligation its right to provide a Release as provided in Section 8.2 or (y) Executive has timely executed a Release as contemplated by Section 8.3. The amounts and benefits specified in this Section 7.2 are as follows: (a) A lump sum amount equal to Executive’s Base Salary for the year through the Termination Date, to the extent not already paid. DDR will pay this amount to Executive within 30 days of the Termination Date. (b) A lump sum amount equal to Executive’s Annual Cash Bonus earned for the calendar year immediately preceding the calendar year in which the Termination Date occurs, to the extent not already paid. DDR will pay this amount to Executive on the same date and in the same amount that the Annual Cash Bonus for such year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year in which the Termination Date occurs. (c) A lump sum amount equal to Executive’s Annual Cash Bonus for the calendar year in which the Termination Date occurs at the “target” level, pro-rated based on the number of days that elapse between January 1 of such year and the Termination Date. Subject to Section 13.1, DDR will pay this amount to Executive within 30 days of the Termination Date. (d) A lump sum amount equal to 1.5 times the sum of (i) one year of Executive’s annual Base Salary as of the Termination Date, plus (ii) an amount equal to the value of the Annual Cash Bonus at the target level for Executive for applicable to the year in which the Termination Date occursoccurs at the “Target” level. Except as otherwise provided in Section 13.2, DDR will pay the this amount referred to in this Section 7.2(c)(i) to Executive during the Seventh Month after the Termination Date (as defined in Section 13.1 below) and will pay the amount referred to in this Section 7.2(c)(ii) to Executive on the same date that the Annual Cash Bonus for that year would have been paid if Executive’s employment had not been terminated, but in any event not later than March 15 of the calendar year following the calendar year in which Executive’s employment is terminated pursuant to this Section 7.2). (de) Provided that A lump sum in cash in an amount equal to the product of (i) 18 multiplied by (ii) the sum of (A) the monthly COBRA premium for health, dental and vision benefits but only if Executive timely elects continuation coverage under DDR’s health health, dental and dental plan vision plans pursuant to COBRA, plus (B) the employer portion of the monthly premium for other DDR shall pay the COBRA premiums provided insurance (e.g., life, disability, etc.) in effect for Executive until the first anniversary as of the Termination Date. Such payments shall be taxable to the Executive. To assure compliance with Section 409A, DDR will pay this amount to Executive during the timing of Seventh Month after the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its termsTermination Date. (ef) Outplacement services and support, the reasonable scope and provider of which will be selected by DDR, for a period of one year following the Termination Date; provided, that Executive must first utilize such outplacement services and support within 90 days following the Termination Date. To assure compliance with Section 409A, the timing of the provision of these benefits will be subject to Sections 13.1 and 13.3 if and to the extent either of those sections is applicable according to its terms.