Dollar General 2006 Annual Report Download - page 143

Download and view the complete annual report

Please find page 143 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.

Page out of 165

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165

discretion, make a lump sum payment of all or the remaining portion of this
amount.
For 30 months after his termination date, we will pay the premium for his
participation in our retiree medical plan, if any, in accordance with his elected
coverage in place at the time of his termination or, at his request we will pay
for or provide medical benefits no less favorable than our retiree medical
benefits in effect as of April 2, 2003. We also will gross-up our payment of
those premiums to the extent they are taxable to Mr. Perdue.
We will credit Mr. Perdue with 5 additional years of continuous service under
his SERP. In determining his base salary and bonus for the additional credited
years of service for purposes of calculating his final average compensation,
we use his base salary on his termination date and the greater of his actual
annual incentive bonus earned in the last fiscal year prior to his termination
date or his target annual incentive bonus for the fiscal year in which his
service termination date occurs.
The NEO (other than Mr. Perdue) will forfeit any unpaid severance amounts upon a
material breach of any continuing obligation under the employment agreement or the release,
which include (in addition to those contained in the 1st and 3rd bullet points with respect to Mr.
Perdue’ s continuing obligations under “Payments Regardless of Manner of Termination” above):
For 2 years following the service termination date, the NEO may not actively recruit
or induce any of our exempt employees to cease employment with us.
For 2 years following the service termination date, the NEO may not solicit or
communicate with any person who has a business relationship with us and with
whom the NEO had contact while employed by us, if that contact would likely
interfere with our business relationships or result in an unfair competitive advantage
over us.
The NEO may not engage in any communications to persons outside Dollar General
which disparages Dollar General or interferes with our existing or prospective
business relationships.
Voluntary Termination without Good Reason. In the event the NEO resigns without good
reason, in addition to the items identified under “Payments Regardless of Manner of
Termination” above, all unvested equity grants will be forfeited, vested stock options generally
may be exercised for 3 months from the service termination date unless the options expire
earlier, and vested RSUs will settle in due course.
Payments Upon Involuntary Termination
The payments to be made to an NEO upon involuntary termination vary depending upon
whether termination is for or without “cause”. For purposes of each NEO, “cause” means (as
more fully described in the applicable employment agreement):
141