Dollar General 2011 Annual Report Download - page 88

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(c) Unless otherwise permitted by the Committee at or after the time of grant of any
Award, and except as shall be otherwise transferable or assignable by the Participant by will or the laws
of descent and distribution, no benefit under the Plan shall be subject in any manner to anticipation,
alienation, sale, transfer, assignment, pledge, encumbrance, or charge, and any attempt to do so shall
be void. No such benefit shall, prior to receipt thereof by the Participant, be in any manner liable for
or subject to the debts, contracts, liabilities, engagements, or torts of the Participant. No election as to
benefits or exercise of any Award may be made during a Participant’s lifetime by anyone other than the
Participant except by a legal representative appointed for or by the Participant or, after a Participant’s
death, by the legatees, personal representatives of the Participant or distributees of the Participant.
(d) Participants shall not be, and shall not have any of the rights or privileges of,
shareholders of the Company in respect of any Shares purchasable or deliverable in connection with
any Award unless and until certificates representing any such Shares have been issued by the Company
to such Participants (or book entry representing such Shares has been made and such Shares have been
deposited with the appropriate registered book-entry custodian).
(e) Absent express provisions to the contrary, any Award under this Plan shall not be
deemed compensation for purposes of computing benefits or contributions under any retirement or
severance plan of the Company or other Service Recipient and shall not affect any benefits under any
other benefit plan of any kind now or subsequently in effect under which the availability or amount of
benefits is related to level of compensation. This Plan is not a ‘‘Retirement Plan’’ or ‘‘Welfare Plan’’
under the Employee Retirement Income Security Act of 1974, as amended.
(f) Unless the Committee determines otherwise, no benefit or promise under the Plan
shall be secured by any specific assets of the Company or any other Service Recipient, nor shall any
assets of the Company or any other Service Recipient be designated as attributable or allocated to the
satisfaction of the Company’s obligations under the Plan.
(g) The Plan shall be binding on all successors and assigns of the Company and a
Participant, including without limitation, the estate of such Participant and the executor, administrator
or trustee of such estate, or any receiver or trustee in bankruptcy or representative of the Participant’s
creditors.
(h) Notwithstanding any provision herein to the contrary, other than as permitted under
Section 8 or 9 below, the repricing of any Stock Option or Stock Appreciation Right, once granted
hereunder, is prohibited without prior approval of the Company’s shareholders. For this purpose, a
‘‘repricing’’ means any of the following (or any other action that has the same effect as any of the
following): (i) changing the terms of any Stock Option or Stock Appreciation Right to lower the
exercise price thereof; (ii) any other action that is treated as a ‘‘repricing’’ under generally accepted
accounting principles; and (iii) repurchasing for cash or canceling any Stock Option or Stock
Appreciation Right in exchange for another Award at a time when the exercise price per Share is
greater than the Fair Market Value of the underlying Shares, unless the cancellation and exchange
occurs in connection with an event described in Section 8 or 9 below.
8. Adjustments upon Certain Events.
In the event of any Share dividend, Share split, spin-off, share combination, reclassification,
recapitalization, liquidation, dissolution, reorganization, merger, Change in Control, payment of a
dividend (other than a cash dividend paid as part of a regular dividend program), exchange of Shares
or other corporate exchange, any equity restructuring (as defined under Financial Accounting Standards
Board (FASB) Accounting Standards Codification 718), or other similar transaction or occurrence
which affects the equity securities of the Company or the value thereof, the Committee shall (i) adjust
the number and kind of shares subject to the Plan and available for or covered by Awards, (ii) adjust
the share and/or exercise prices related to outstanding Awards, and/or (iii) take such other action
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