Supercuts 2005 Annual Report Download - page 112

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may be merged, changed or consolidated; any corporation for whose securities the securities of the Company shall be exchanged; and any
assignee of or successor to substantially all of the assets of the Company.
2.11 “ Covered Employee ” means a “covered employee” within the meaning of Section 162(m) of the Code.
2.12 “ Disability ” means a mental or physical illness that entitles a Participant to receive benefits under the long-term disability
plan of the Company or an Affiliate, or if there is no such plan or the Participant is not covered by such a plan or the Participant is not an
employee of the Company or an Affiliate, a mental or physical illness that renders a Participant totally and permanently incapable of
performing the Participant’s duties for the Company or an Affiliate. Notwithstanding the foregoing, a Disability shall not qualify under this
Plan if it is the result of (i) a willfully self-inflicted injury or willfully self-induced sickness; or (ii) an injury or disease contracted, suffered, or
incurred while participating in a criminal offense. The determination of Disability for purposes of this Plan shall be made by the Committee
and shall not be construed to be an admission of disability for any other purpose.
2.13 “ Effective Date ” means July 1, 2004.
2.14 “ Participant ”
means a person who satisfies the eligibility conditions of Article IV and to whom an Award has been granted
by the Committee under the Plan for the applicable year. In the event that a Representative is appointed for a Participant, then the term
“Participant” shall mean such appointed Representative. Notwithstanding the appointment of a Representative, the term “Termination of
Employment” shall mean the Termination of Employment of the Participant.
2.15 “ Performance Goals ” mean one or more of the performance goals set out in Section 5.3 (b) and chosen by the Committee
for the applicable fiscal year.
2.16 “ Plan ” means the Regis Corporation Short Term Incentive Compensation Plan, as herein set forth and as may be amended
from time to time.
2.17 “ Representative ” means (a) the person or entity acting as the executor or administrator of a Participant’s estate pursuant to
the last will and testament of a Participant or pursuant to the laws of the jurisdiction in which the Participant had the Participant’s primary
residence at the date of the Participant’s death; (b) the person or entity acting as the guardian or temporary guardian of a Participant; (c) the
person or entity which is the beneficiary of the Participant upon or following the Participant’s death; or (d) the person to whom an Award has
been permissibly transferred; provided that only one of the foregoing shall be the Representative at any point in time as determined under
applicable law and recognized by the Committee.
2.18 “ Termination of Employment ” means the occurrence of any act or event, whether pursuant to an employment agreement
or otherwise, that actually or effectively causes or results in the person’s ceasing, for whatever reason, to be an employee of the Company or of
any Affiliate, including, without limitation, death, Disability, dismissal, severance at the election of the Participant, retirement, or severance as
a result of the discontinuance, liquidation, sale or transfer by
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