Annual Incentive. Beginning in 2018, Executive shall be eligible to earn an annual bonus (the “Performance Bonus”) pursuant to the Company’s annual Executive Performance Bonus Plan (or a successor plan) with a target annual bonus equal to one hundred percent (100%) of Base Salary. The actual earned cash incentive payable to Executive for any performance period will depend on the extent to which applicable performance goals set by the Compensation Committee are achieved, as determined by the Compensation Committee in its sole discretion. No amount of Performance Bonus is guaranteed, and Executive must be an employee on the Performance Bonus payment date to be eligible to receive a Performance Bonus for such bonus period; no partial or prorated bonuses will be provided. The Performance Bonus, if earned, will be paid no later than March 15 of the calendar year after the applicable bonus year. For fiscal year 2017, Executive shall be eligible for a Performance Bonus in the target amount of $550,000, prorated for Executive’s dates of employment during 2017, and determined in the sole discretion of the Board or the Compensation Committee of the Board based on Executive’s performance in 2017.

Annual Incentive. During 2019 and each full year of the Scheduled Term thereafter, you will be eligible to participate in the Company’s short-term variable pay plan for its management level employees, currently known as Executive Compensation for Excellence and Leadership (“EXCEL”) (your “Annual Incentive”); provided, however, that you must be employed and not have given notice or received notice of termination at the time your Annual Incentive is paid to be eligible to receive such Annual Incentive. Your annual target award under the EXCEL plan will be determined in accordance with your Schedule. Any actual award under the EXCEL plan in a given annual performance period will depend upon performance against corporate goals selected by management and approved by the Committee and will be paid in the discretion of the Committee. The terms of the EXCEL plan itself govern and control all interpretations of the plan. The Annual Incentive, if any, will be payable in accordance with the terms and conditions of the EXCEL plan. For the avoidance of doubt, if you have been terminated for any reason, given notice of your resignation or received notice of termination prior to the date on which any Annual Incentive is paid you shall automatically forfeit such Annual Incentive.

Annual Incentive. During the Term, you will be eligible to participate in the Company’s Executive Incentive Plan (the “EIP”) as in effect from time to time. Under the EIP, you will have the opportunity to earn an annual target cash bonus of 30% of your Base Salary (based on market data and as approved by the Board or a committee thereof) based upon your achievement of applicable performance objectives as determined in the sole discretion of the Board or a committee thereof.

Annual Incentive. You will be eligible to participate in the Company’s Executive Incentive Plan (the “EIP”) as in effect from time to time. Under the EIP, you will have the opportunity to earn an annual target cash bonus of 75% of your Base Salary (or such other percentage as the Holding Company Board or a committee thereof may establish from time to time), in accordance with the terms thereof, based upon your achievement of applicable performance objectives as determined in the sole discretion of the Holding Company Board (or a committee thereof). Your annual bonus, to the extent earned under the EIP, will be paid not later than March 31 of the fiscal year following the fiscal year of performance. You will not be entitled to a bonus for any particular year unless you are employed on the date such bonus is paid (unless otherwise provided herein or in the EIP).

Annual Incentive. You will be eligible to participate in the Company’s Executive Incentive Plan (the “EIP”) as in effect from time to time. Under the EIP, you will have the opportunity to earn an annual target cash bonus of 40% of your Base Salary (or such other percentage as the Board or a committee thereof may establish from time to time), in accordance with the terms thereof, based upon your achievement of applicable performance objectives as determined in the sole discretion of the Board (or a committee thereof). Your annual bonus, to the extent earned under the EIP, will be paid not later than March 31 of the fiscal year following the fiscal year of performance. You will not be entitled to a bonus for any particular year unless you are employed on the date such bonus is paid (unless otherwise provided herein or in the EIP).

Annual Incentive. You will be eligible to participate in the Company’s short-term variable pay plan for its management level employees, known as Executive Compensation for Excellence and Leadership (“EXCEL”) (your “Annual Incentive”). Your annual target award under EXCEL will be determined in accordance with your Schedule. Any actual award in a given annual performance period will depend upon performance against corporate goals selected by management and approved by the appropriate committee of the Board and will be paid in the discretion of such committee. The terms of the EXCEL plan itself govern and control all interpretations of the plan.

Annual Cash Incentive. Executive shall be eligible to earn a bonus each year in an amount to be determined pursuant to the annual bonus program approved by the Committee and then in effect (the "Annual Bonus"). Executive's target Annual Bonus amount shall be not less than 100% of Executive's Base Salary, but the actual amount earned and paid pursuant to Executive's Annual Bonus for any year may be an amount less than, greater than, or the same as the target amount. Any Annual Bonus shall be paid to Executive in cash (subject to normal withholding and payroll deductions) within 120 days following the end of the fiscal year in which such Annual Bonus shall be earned and in any event within the short-term deferral period specified in Treas. Reg. §1.409(b)(4) (i.e., later of the 15th day of the third month following the end of the calendar year or the 15th day of the third month following the end of the Company's taxable year).”

Annual Incentive Bonus. Effective upon # a Change in Control that occurs during the Executive’s employment or # a Change in Control Termination under Section 1(e)(iii):

means a performance bonus determined under ARTICLE XII.

Annual Incentive Compensation. Madewell will pay all earned annual bonuses, with respect [[Organization B:Organization]] fiscal year in which the Separation Date occurs, to Madewell Service Providers pursuant [[Organization B:Organization]] terms of the applicable bonus plan or program.