CompUSA 2007 Annual Report Download - page 43

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38
KL2 2553275.3
(l) Other Laws. The Committee may refuse to issue or transfer any Shares or other consideration under an
Award if, acting in its sole discretion, it determines that the issuance or transfer of such Shares or such consideration
might violate any applicable law or regulation or entitle the Company to recover the same under Section 16(b) of the
Exchange Act, and any payment tendered to the Company by a Participant, other holder or beneficiary in connection
with the exercise of such Award shall be promptly refunded to the relevant Participant, holder or beneficiary.
Without limiting the generality of the foregoing, no Award granted hereunder shall be construed as an offer to sell
securities of the Company, and no such offer shall be outstanding, unless and until the Committee in its sole
discretion has determined that any such offer, if made, would be in compliance with all applicable requirements of
the U.S. federal securities laws.
(m) No Trust or Fund Created. Neither the Plan nor any Award shall create or be construed to create a trust
or separate fund of any kind or a fiduciary relationship between the Company or any Affiliate and a Participant or
any other Person. To the extent that any person acquires a right to receive payments from the Company or any
Affiliate pursuant to an Award, such right shall be no greater than the right of any unsecured general creditor of the
Company or any Affiliate.
(n) No Fractional Shares. No fractional Shares shall be issued or delivered pursuant to the Plan or any
Award, and the Committee shall determine whether cash, other securities, or other property shall be paid or
transferred in lieu of any fractional Shares or whether such fractional Shares or any rights thereto shall be cancelled,
terminated, or otherwise eliminated.
(o) Headings. Headings are given to the Sections and subsections of the Plan solely as a convenience to
facilitate reference. Such headings shall not be deemed in any way material or relevant to the construction or
interpretation of the Plan or any provision thereof.
SECTION 13. Term of the Plan.
(a) Effective Date. The Plan shall be effective as of the date of its approval by the directors of the
Company.
(b) Expiration Date. No Award shall be granted under the Plan after December 31, 2010; provided that the
authority for grant of Restoration Options hereunder in accordance with Section 6(e) shall continue, subject to the
provisions of Section 4, as long as any option granted hereunder remains outstanding. Unless otherwise expressly
provided in the Plan or an applicable Award Agreement, any Award granted hereunder may, and the authority of the
Board or the Committee to amend, alter, adjust, suspend, discontinue, or terminate any such Award or to waive any
conditions or rights under any such Award shall continue after December 31, 2010.