Best Buy 2003 Annual Report Download - page 122

16.15 Court Order. The Committee is authorized to make any payments directed by court order in any action in which the Plan
or the Committee has been named as a party. In addition, if a court determines that a spouse or former spouse of a Participant has an
interest in the Participant’s benefits under the Plan in connection with a property settlement or otherwise, the Committee, in its sole
discretion, shall have the right, notwithstanding any election made
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by a Participant, to immediately distribute the spouse’s or former spouse’s interest in the Participant’s benefits under the Plan to that
spouse or former spouse.
16.16 Distribution in the Event of Taxation.
(a) In General. If, for any reason, all or any portion of a Participant’s benefits under this Plan becomes taxable to the
Participant prior to receipt, a Participant may petition the Committee before a Change in Control, or the Administrator of the Trust
after a Change in Control, for a distribution of that portion of his or her benefit that has become taxable. Upon the grant of such a
petition, which grant shall not be unreasonably withheld (and, after a Change in Control, shall be granted), the Company shall
distribute to the Participant immediately available funds in an amount equal to the taxable portion of his or her benefit (which amount
shall not exceed a Participant’s unpaid Account Balance under the Plan). If the petition is granted, the tax liability distribution shall be
made within ninety (90) days of the date when the Participant’s petition is granted. Such a distribution shall affect and reduce the
benefits to be paid under this Plan.
(b) Trust. If the Trust terminates in accordance with Section 3.6(e) of such Trust and benefits are distributed from such Trust to
a Participant in accordance with that Section, the Participant’s benefits under this Plan shall be reduced to the extent of such
distributions.
16.17 Insurance. The Company, on its own behalf or on behalf of the trustees of the Trust, and, in its sole discretion, may apply
for and procure insurance on the life of the Participant, in such amounts and in such forms as the trustees may choose. The Company
or the trustees of any of the Trust, as the case may be, shall be the sole owner and beneficiary of any such insurance. The Participant
shall have no interest whatsoever in any such policy or policies, and at the request of the Company shall submit to medical
examinations and supply such information and execute such documents as may be required by the insurance company or companies to
whom the Company has applied for insurance.
16.18 Legal Fees To Enforce Rights After Change in Control. The Company is aware that upon the occurrence of a Change in
Control, the Board or the board of directors of a Participant’s Employer (which might then be composed of new members) or a
shareholder of the Company or the Participant’s Employer, or of any successor corporation might then cause or attempt to cause the
Company, the Participant’s Employer or such successor to refuse to comply with its obligations under the Plan and might cause or
attempt to cause the Company or the Participant’s Employer to institute, or may institute, litigation seeking to deny Participants the
benefits intended under the Plan. In these circumstances, the purpose of the Plan could be frustrated. Accordingly, if, following a
Change in Control, it should appear to any Participant that the Company, the Participant’s Employer or any successor corporation has
failed to comply with any of its obligations under the Plan or any agreement thereunder
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or, if the Company, such Employer or any other person takes any action to declare the Plan void or unenforceable or institutes any
litigation or other legal action designed to deny, diminish or to recover from any Participant the benefits intended to be provided, then
the Company irrevocably authorizes such Participant to retain counsel of his or her choice at the expense of the Company to represent
such Participant in connection with the initiation or defense of any litigation or other legal action, whether by or against the Company,
the Participant’s Employer or any director, officer, shareholder or other person affiliated with the Company, the Participant’s
Employer or any successor thereto in any jurisdiction.
IN WITNESS WHEREOF, the Company has signed this Third Amended and Restated Plan document effective as of January 1, 2001.
Best Buy Co., Inc., a Minnesota corporation
By: /s/ Richard M. Schulze
Richard M. Schulze
Chief Executive Officer