McKesson 2005 Annual Report Download - page 97

8. Designation of Beneficiary. A Participant may designate any person(s) or any entity as his or her Beneficiary. Designation shall be in
writing and shall become effective only when filed with the Administrator. Such filing must occur before the Participant’s death. A Participant
may change the Beneficiary, from time to time, by filing a new written designation with the Administrator. Effective January 1, 2003, if the
Participant fails to effectively designate a Beneficiary in accordance with the Administrator’s procedures or the person designated by the
Participant is not living at the time the distribution is to be made, then the Participant’s Beneficiary shall be the Participant’s surviving spouse,
if any, or, if there is no surviving spouse, the Participant’s surviving children, if any, in equal shares, or if there are no surviving children, the
Participant’s estate.
9. Payments on Disability. If the Administrator determines that a Participant has become Disabled, the entire undistributed amount credited
to his or her Account shall be paid in the form and at the time elected by the Participant, or, if no election has been made, in a lump sum as
soon as practicable after such determination is made.
10. Payments on Hardship. The Administrator may, in his or her sole discretion, direct payment to a Participant of all or of any portion of
the Participant’s Account balance, notwithstanding an election under Section E.5, above, at any time that he or she determines that such
Participant has suffered an event of undue hardship which causes an emergency condition in the Participant’s financial affairs.
11. Other Withdrawals. Effective June 1, 2000 and subject to approval by the Administrator, a Participant may elect to receive a
withdrawal of all or part of the Participant’s Account under the Plan at any time not otherwise expressly authorized pursuant to the terms of the
Plan; provided, however, that ten percent (10%) of the amount of the withdrawal requested shall be permanently forfeited to the Company and
the Participant shall have no further right to that amount. The terms of such withdrawal shall be governed by the provisions of the Participant’s
election form in effect at the time of such election to the extent not otherwise specified in the Participant’s election made pursuant to this
Section E.11.
12. Change in Control. For purposes of this Plan, a Change in Control shall be deemed to have occurred if any of the events set forth in
any of the following paragraphs shall occur:
a. any “person” (as defined in section 3(a)(9) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and as such
term is modified in sections 13(d) and 14(d) of the Exchange Act), excluding McKesson or any of its subsidiaries, a trustee or any fiduciary
holding securities under an employee benefit plan of the McKesson or any of its subsidiaries, an underwriter temporarily holding securities
pursuant to an offering of such securities or a corporation owned, directly or indirectly, by stockholders of McKesson in substantially the same
proportions as their ownership of McKesson, is or becomes the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), directly
or indirectly, of securities of McKesson representing 30% or more of the combined voting power of McKesson’s then outstanding securities; or
b. during any period of not more than two consecutive years, individuals who at the beginning of such period constitute the Board and
any new members of the Board (other than a member designated by a “person” who has entered into an agreement with McKesson to effect a
transaction described in Sections E.12.a, c and d) whose election by the Board or
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