Big Lots 2009 Annual Report Download - page 105

C-8
(2) A Participant may from time to time during his lifetime change his Beneficiary
by a written instrument delivered to the Secretary of the Company. In the event a
Participant shall not designate a Beneficiary as aforesaid, or if for any reasons such
designation shall be ineffective, in whole or in part, the distribution that otherwise
would have been paid to such Participant shall be paid to his estate and in such event
the term “Beneficiary” shall include his estate.
(x) Corporate Changes.
(1) Dissolution or Liquidation of Company. The Company shall cause the dollar balance
of a Deferred Bonus Account (adjusted to the end of the month immediately preceding
the date of dissolution or liquidation) to be paid out in cash in a lump sum to the
Participants, or their Beneficiaries as the case may be, 60 days following the date of a
corporate dissolution of the Company taxed under IRC section 331 in accordance with
Treasury Regulation §1.409A-3(j)(4)(ix)(A); provided that the amounts in the Deferred
Bonus Accounts are included in the Participants’ gross incomes in accordance with
Treasury Regulation §1.409A- 3(j)(4)(ix)(A).
(2) Change of Control of Company. In the event of a Change of Control of the Company,
the Company may, within thirty days preceding or twelve months following the
Change of Control event, irrevocably elect to terminate the Plan and to distribute all
Deferred Bonus Accounts under the Plan in accordance with Treasury Regulation
§1.409A-3(j)(4)(ix)(B); provided that all agreements, methods, programs and other
arrangements sponsored by the Company and all Affiliates immediately after the
time of a Change of Control with respect to which deferrals of compensation are
treated as having been deferred under a single plan under Treasury Regulation
§1.409A-1(c)(2) are terminated and distributed with respect to each Participant that
experienced the Change of Control, so that under the terms of the termination and
distribution, all such Participants are required to receive all amounts of compensation
deferred under the terminated arrangements within twelve months of the date the
Company irrevocably takes all necessary action to terminate and distribute amounts
under such arrangements.
7. RIGHTS OF PARTICIPANTS
7.01. No Participant or Beneficiary shall have any interest in any fund or in any specific asset or assets of the
Company or an Affiliate by reason of any account under the Plan. It is intended that the Company has
merely a contractual obligation to make payments when due hereunder and it is not intended that the
Company hold any funds in reserve or trust to secure payments hereunder. No Participant may assign,
pledge, or encumber his/her interest under the Plan, or any part thereof, except that a Participant may
designate a Beneficiary as provided herein.
7.02. Nothing contained in this Plan shall be construed to give any associate or Participant any right to
receive any Bonus other than in the sole discretion of the Committee or any rights whatsoever with
respect to the Common Shares of the Company.
8. NO EMPLOYEE RIGHTS
8.01. Nothing in the Plan or participation in the Plan shall confer upon any Participant the right to be
employed by the Company or an Affiliate or to continue in the employ of the Company or an Affiliate,
nor shall anything in the Plan, or participation in the Plan amend, alter or otherwise affect any rights or
terms of employment or other benefits arising from that employment.
9. ADMINISTRATION
9.01. Administration. The Committee shall have complete authority to administer the Plan, interpret the
terms of the Plan, determine eligibility of associates to participate in the Plan, and make all other
determinations and take all other actions in accordance with the terms of the Plan and any trust