Dollar General 2006 Annual Report Download - page 141
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Please find page 141 of the 2006 Dollar General annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.-
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• a reduction in base salary or target bonus level;
• our material breach of the employment agreement; or
• the failure of any successor to all or substantially all of our business and/or assets to
assume and agree to perform the employment agreement.
In addition to the reasons identified above, for purposes of each NEO other than Mr.
Perdue “good reason” means (as more fully described in the applicable employment agreement):
• our failure to continue any significant compensation plan or benefit without replacing
it with a similar plan or a compensation equivalent (except for across-the-board
changes or terminations similarly affecting at least 95% of all of our executives);
• relocation of our principal executive offices outside of the middle-Tennessee area or
basing the officer anywhere other than our principal executive offices; or
• assignment of duties inconsistent, or the significant reduction of the title, powers and
functions associated, with the NEO’ s position, unless it results from our restructuring
or realignment of duties and responsibilities for business reasons that leaves the NEO
at the same compensation and officer level and with similar responsibility levels or
results from the NEO’ s failure to meet performance criteria, all without the NEO’ s
written consent.
In addition to the reasons identified above applicable to all NEOs, for purposes of Mr.
Perdue “good reason” means (as more fully described in his employment agreement):
• assignment to duties inconsistent in any material respect with his position, authority,
or responsibilities in effect on April 2, 2003, or any other action which demonstrably
diminishes his position, authority, or responsibilities, all without his written consent;
or
• our failure to continue any pension or compensation arrangement in which Mr.
Perdue participates or the elimination of his participation in any of those plans
(except for across-the-board plan changes or terminations similarly affecting at least
95% of all of our executives, excluding Mr. Perdue’ s SERP).
For NEOs other than Mr. Perdue, no event will constitute “good reason” if we cure the
claimed event within 30 days after receiving notice from the NEO. For Mr. Perdue, no event will
constitute “good reason” unless he notifies our Board within 90 days of the occurrence of the
circumstance he believes constitutes good reason or if we cure the claimed event (other than the
failure of a successor to assume his agreement) within 30 days of that notice.
Voluntary Termination with Good Reason or After Failure to Renew the Employment
Agreement. In the event the NEO resigns with good reason or within 60 days of our failure to
offer to renew, extend or replace the NEO’ s employment agreement before, at or within 60 days
139