McKesson 2005 Annual Report Download - page 169

payable under the Plan upon the death of the Executive exceeds the benefit, if any, that would have been payable if the Executive had died on
November 1, 1993, such excess portion shall be forfeited and shall not be payable under this Plan. In no event shall the amount payable under
the Plan with respect to any Executive who was a participant in the Plan on October 27, 1993 be less than the amount, if any, determined
pursuant to Section J.
2. Events Resulting in Forfeiture. The consequence described in F.1 above shall apply if the Executive, either before or after termination
of employment with the Company:
a. Accepts a position as a consultant to or an employee of a business enterprise that is in direct competition with any line of business
engaged in by the Company at the time of the termination of the Executive’s employment.
b. Discloses to others, or takes or uses for the Executive’s own purpose or the purpose of others, any trade secrets, confidential
information, knowledge, data or know-how belonging to the Company and obtained by the Executive during the term of the Executive’s
employment, whether or not they are the Executive’s work product. Examples of such confidential information or trade secrets include (but are
not limited to) customer lists, supplier lists, pricing and cost data, computer programs, delivery routes, advertising plans, wage and salary data,
financial information, research and development plans, processes, equipment, product information and all other types and categories of
information as to which the Executive knows or has reason to know that the Company intends or expects secrecy to be maintained.
c. Fails to promptly return all documents and other tangible items belonging to the Company in the Executive’s possession or control,
including all complete or partial copies, recordings, abstracts, notes or reproductions of any kind made from or about such documents or
information contained therein, upon termination of employment, whether pursuant to an Approved Retirement or otherwise.
d. Fails to provide the Company with at least 30 days’ written notice prior to directly or indirectly engaging in, becoming employed by,
or rendering services, advice or assistance to any business in competition with the Company or any of its subsidiaries. As used herein,
“business in competition” means any person, organization or enterprise which is engaged in or is about to become engaged in any line of
business engaged in by the Company at the time of the termination of the Executive’s employment with the Company.
e. Fails to inform any new employer, before accepting employment, of the terms of this section and of the Executive’s continuing
obligation to maintain the confidentiality of the trade secrets and other confidential information belonging to the Company and obtained by the
Executive during the term of the Executive’s employment with the Company.
f. Induces or attempts to induce, directly or indirectly, any of the Company’s customers, employees, representatives or consultants to
terminate, discontinue or cease working with or for the Company, or to breach any contract with the Company, in order to work with or for, or
enter into a contract with, the Executive or any third party.
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