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This excerpt taken from the BBBY 8-K filed Jul 1, 2009. Section 11. Submission
of Questionnaire, Representation and Agreement. To be eligible to be a nominee for election
or reelection as a director of the Corporation, a person must deliver (in
accordance with the time periods prescribed for delivery of notice under Section 10
of
8
this Article II) to the Secretary at the principal executive offices of the Corporation a written questionnaire with respect to the background and qualification of such person and the background of any other person or entity on whose behalf the nomination is being made (which questionnaire shall be provided by the Secretary upon written request) and a written representation and agreement (in the form provided by the Secretary upon written request) that such person (A) is not and will not become a party to (1) any agreement, arrangement or understanding with, and has not given any commitment or assurance to, any person or entity as to how such person, if elected as a director of the Corporation, will act or vote on any issue or question (a “Voting Commitment”) that has not been disclosed to the Corporation or (2) any Voting Commitment that could limit or interfere with such person’s ability to comply, if elected as a director of the Corporation, with such person’s fiduciary duties under applicable law, (B) is not and will not become a party to any agreement, arrangement or understanding with any person or entity other than the Corporation with respect to any direct or indirect compensation, reimbursement or indemnification in connection with service or action as a director that has not been disclosed therein, and (C) in such person’s individual capacity and on behalf of any person or entity on whose behalf the nomination is being made, would be in compliance, if elected as a director of the Corporation, and will comply with all applicable publicly disclosed corporate governance, conflict of interest, confidentiality and stock ownership and trading policies and guidelines of the Corporation.This excerpt taken from the BBBY 8-K filed Apr 9, 2009. Section 11. Submission of Questionnaire, Representation and
Agreement.* To be eligible to be a nominee
for election or reelection as a director of the Corporation, a person must
deliver (in accordance with the time periods prescribed for delivery of notice
under Section 10 of this Article II) to the Secretary at the
principal executive offices of the Corporation a written questionnaire with
respect to the background and qualification of such person and the background
of any other person or entity on whose behalf the nomination is being made
(which questionnaire shall be provided by the Secretary upon written request)
and a written representation and agreement (in the form provided by the
Secretary upon written request) that such person (A) is not and will not
become a party to (1) any agreement, arrangement or understanding with,
and has not given any commitment or assurance to, any person or entity as to
how such person, if elected as a director of the Corporation, will act or vote
on any issue or question (a “Voting Commitment”) that has not been
disclosed to the Corporation or (2) any Voting Commitment that could limit
or interfere with such person’s ability to comply, if elected as a director of
the Corporation, with such person’s fiduciary duties under applicable law, (B) is
not and will not become a party to any agreement, arrangement or understanding
with any person or entity other than the Corporation with respect to any direct
or indirect compensation, reimbursement or indemnification in connection with
service or action as a director that has not been disclosed therein, and (C) in
such person’s individual capacity and on behalf of any person or entity on
whose behalf the nomination is being made, would be in compliance, if elected
as a director of the Corporation, and will comply with all applicable publicly
disclosed corporate governance, conflict of interest, confidentiality and stock
ownership and trading policies and guidelines of the Corporation.
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