McKesson 2005 Annual Report Download - page 168

2. Limitations on Benefits. No benefits shall be paid under Section E in the following circumstances:
a. The Executive is terminated for Cause, or
b. The Executive has terminated his or her employment in violation of his or her Employment Agreement, if any; termination is in
violation of an Employment Agreement if termination occurs before the end of the term of the Employment Agreement and is not allowed by
the Employment Agreement (e.g., for “good reason”), or
c. The Executive has not completed five or more years of participation (whether or not consecutive) in this Plan and its predecessors, the
McKesson Corporation 1984 Executive Benefit Plan and the McKesson Corporation 1984 Management Benefit Plan; an Executive who would
have completed five or more years (i) if his or her employment was not terminated by the Company in violation of his or her Employment
Agreement or (ii) if his or her employment was not terminated for “good reason” under such Agreement, shall be treated as having such years
of participation.
3. Pro Rata Percentage. An Executive’s Pro Rata Percentage is the higher of the following two percentages (but not exceeding 100%): the
first percentage is determined by dividing the number of the Executive’s whole months of employment with the Company by the number of
whole months from the date that the Executive was first hired by the Company to the date that he will reach age 65, and multiplied by 100. The
second percentage is determined by multiplying 4.44% by the number of his or her whole and partial years of completed employment with the
Company.
4. Periods of Employment. For purposes of determining employment with the Company, periods that would be disregarded under the
Retirement Plan on account of breaks in service shall be disregarded under this Section E.
5. Other Agreements. If an Executive’s Employment Agreement provides for higher survivor benefits than provided under this Section E,
such higher benefit shall be paid.
6. Forfeiture on Other Terminations. Except as provided in this Section E, and as provided elsewhere in this Plan with respect to the
death of an Executive, on the death of the Executive, an Executive or his or her Beneficiary shall not be entitled to any additional benefits
under this Plan, all obligations of the Company to the Executive and his or her Beneficiary under this Plan shall cease, and the Company shall
have no further liability to the Executive or any other person under this Plan.
F. SPECIAL FORFEITURE RULES
Any other provisions of this Plan to the contrary notwithstanding, if the Compensation Committee determines that any Executive engaged in
any of the actions described in F.2 below, the consequence set forth in F.1 below shall result.
1. Forfeiture of Benefits. To the extent that the benefit that otherwise would be
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