Resignation from Official Positions. If your employment with the Company terminates for any reason, you shall be deemed to have resigned at that time from any and all officer or director positions that you may have held with the Company and all board seats or other positions in other entities to which you have been designated by the Company or which you have held on behalf of the Company. If, for any reason, this paragraph 17(b) is deemed insufficient to effectuate such resignation, you hereby authorize the Secretary and any Assistant Secretary of the Company to execute any documents or instruments which the Company may deem necessary or desirable to effectuate such resignation or resignations, and to act as your attorney-in fact.

Resignation from Positions with the Company. The termination of the Employee’s services for the Company for any reason shall, without any further action on the part of Employee, constitute Employee’s resignation from any board, or officer position Employee has with the Company and any of its affiliates, which resignation shall be effective as of Employee’s last day of providing services.

Resignation from Board. If Executive is serving on the Company’s Board of Directors (“Board”) at the time Executive’s employment with the Company terminates, then # Executive shall immediately resign from the Board and # Executive’s receipt of payment under this [Section 3] (except for those required by law) shall be subject to and conditioned upon Executive resigning from the Board.

Resignation of All Other Positions. To the extent applicable, the Executive shall be deemed to have resigned from all officer and board member positions that the Executive holds with the Company or any of its respective subsidiaries and affiliates upon the termination of the Executive’s employment for any reason. The Executive shall execute any documents in reasonable form as may be requested to confirm or effectuate any such resignations.

Positions. During the Term, Executive shall serve as Executive Vice President, General Counsel and Chief Compliance Officer (and/or in such other positions as Company may designate from time to time, which positions may involve providing services to Company’s direct or indirect subsidiaries, as the Parties mutually may agree) with such duties and responsibilities as may from time to time be assigned to him by Company, provided that such duties are at all times consistent with the duties of such positions. Company and each entity which is owned (directly or indirectly) or controlled by Company are referred to herein collectively as the “Company Group.” Executive agrees to serve, without additional compensation, if elected or appointed to the one or more offices or as a director of any member of the Company Group. Company and Executive hereby agree that # at any time and from time to time, Company may cause any member of the Company Group to be Executive’s employer, and, subject to [Section 11], any such change in Executive’s employer shall not alter the rights and obligations of the parties hereunder; and # Executive’s employer commencing as of the Effective Date shall be QES Management LLC until such time as such employer may be changed in accordance with [clause (i)] of this sentence.

Effective as of the Effective Date, Executive hereby resigns # as an employee and officer of ​, # from all directorships and board or committee memberships Executive holds within ​, and # from any and all other offices, committees and positions he holds with ​. If requested by ​, Executive will execute any additional resignation letters, forms or other documents which acknowledge his resignation from such positions, committees and offices.

Signed resignation letter of all existing officers of and ​ from all of her positions with the Company;

Upon the resignation of Executive in any capacity, that resignation will be deemed to be a resignation from all offices and positions that Executive holds with respect to the Company and any of its subsidiaries and affiliates. In the event of Executive’s resignation, he shall be entitled only to receive such portion of his annual Base Salary and reimbursement of expenses pursuant to paragraph 4 as have been accrued through the date of his resignation.

Resignation of All Board, Officerships and Director Positions. Pennypacker acknowledges and affirms his resignation from all Board, officerships, directorships or other positions that he held with the Company or any of its subsidiaries or affiliates as of the Separation Date, including, but not limited to, for or on behalf of the following: ​, ​ (Bermuda) Ltd., ​ Holdings (Cayman Islands) Ltd., ​ Grove (Cayman Islands) Ltd., ​ Potain (Cayman Islands) Ltd., ​ Foundation.

I hereby tender my resignation as President - International Lead & Global Chief Restaurant Officer of McDonald’s Corporation (the “Company”), effective ​. In addition, I hereby tender my resignation, effective ​, from any other officer and director positions that I currently hold with any McDonald’s group company or affiliated company and for which I do not otherwise tender a separate resignation.