Best Buy 2003 Annual Report Download - page 109

ensure that the entire amount of any distribution to the Participant pursuant to this Plan prior to the Change in Control is deductible,
the Company may defer all or any portion of a distribution under this Plan. Any amounts deferred pursuant to this limitation shall
continue to be credited/debited with additional amounts in accordance with Section 3.9 below, even if such amount is being paid out
in installments. The amounts so deferred and amounts credited thereon shall be distributed to the Participant or his or her Beneficiary
(in the event of the Participant’s death) at the earliest possible date, as determined by the Company in good faith, on which the
deductibility of compensation paid or payable to the Participant for the taxable year of the Employer during which the distribution is
made will not be limited by Code Section 162(m), or if earlier, the effective date of a Change in Control. Notwithstanding anything to
the contrary in this Plan, the Deduction Limitation shall not apply to any distributions made after a Change in Control.
1.20 “Deferral Account” shall mean (i) the sum of all of a Participant’s Annual Deferral Amounts, plus or minus (ii) amounts
credited or debited in accordance with all the applicable crediting and debiting provisions of this Plan that relate to the Participant’s
Deferral Account, less (iii) all distributions made to the Participant or his or her Beneficiary pursuant to this Plan that relate to his or
her Deferral Account.
1.21 “Director” shall mean any member of the board of directors of any Employer.
1.22 “Directors Fees” shall mean the annual fees paid by any Employer, including retainer fees and meetings fees, as
compensation for serving on the board of directors.
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1.23 “Disability” shall mean a period of disability during which a Participant qualifies for permanent disability benefits under the
Participant’s Employer’s long−term disability plan, or, if a Participant does not participate in such a plan, a period of disability during
which the Participant would have qualified for permanent disability benefits under such a plan had the Participant been a participant in
a plan, as determined in the sole discretion of the Committee. If the Participant’s Employer does not sponsor such a plan, or
discontinues to sponsor such a plan, Disability shall be determined by the Committee in its sole discretion.
1.24 “Disability Benefit” shall mean the benefit set forth in Article 8.
1.25 “Election Form and Plan Agreement” shall mean the form(s) established from time to time by the Committee that a
Participant completes, signs and returns (or completes and submits online) to the Committee to indicate participation in the Plan
and/or to make an election under the Plan. The terms of any Election Form and Plan Agreement may be different for any Participant,
and any Election Form and Plan Agreement may provide additional benefits not set forth in the Plan or limit the benefits otherwise
provided under the Plan; provided, however, that any such additional benefits or benefit limitations must be agreed to by the
Company, the Employer and the Participant.
1.26 “Employee” shall mean a person who is an employee of any Employer. The term “Employee” does not include any person
performing services purportedly as an independent contractor, consultant, or “leased” worker, even if such person alleges or is found
to be a “common−law employee” of the Company and/or any of its subsidiaries, and such persons are not eligible to participate in the
Plan.
1.27 “Employer(s)” shall mean the Company and/or any of its subsidiaries (now in existence or hereafter formed or acquired)
whose Employees and/or Directors have been selected by the Board to participate in the Plan.
1.28 “ERISA” shall mean the Employee Retirement Income Security Act of 1974, as it may be amended from time to time.
1.29 “401(k) Plan” shall be that certain Best Buy Co., Inc. Retirement Savings Plan dated October 1, 1990 and adopted by the
Company, as it may be amended from time to time.
1.30 “In−Service Distribution” shall mean the payout set forth in Section 4.1.
1.31 “Participant” shall mean any Employee or Director (i) who is selected to participate in the Plan, (ii) who elects to participate
in the Plan, (iii) who properly completes and submits an Election Form and Plan Agreement and a Beneficiary Designation Form, (iv)
whose Election Form and Plan Agreement and Beneficiary Designation Form are accepted by the Committee, (v) who commences
participation in the Plan, and (vi) whose Election Form and Plan Agreement has not terminated. A spouse or former spouse of a
Participant shall not be
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treated as a Participant in the Plan or have an Account Balance under the Plan, even if he or she has an interest in the Participant’s
benefits under the Plan as a result of applicable law or property settlements resulting from legal separation or divorce.