WRITING BY YOU TO THE
COMPANY, YOU CONFIRM, REPRESENT AND WARRANT THAT YOU ARE NOT BOUND BY OR SUBJECT
TO ANY COURT ORDER, AGREEMENT, ARRANGEMENT, OBLIGATION OR UNDERTAKING WHICH IN
ANY WAY RESTRICTS OR PROHIBITS YOU ENTERING INTO, OR FROM PERFORMING YOUR DUTIES
SET OUT IN THIS AGREEMENT INCLUDING, WITHOUT LIMITATION, AN AGREEMENT OR
COVENANT NOT TO WORK FOR ANY SPECIFIED PERSON OR CLASS OF PERSONS OR IN A
SPECIFIED AREA OR NOT TO SOLICIT ANY AGENT, CUSTOMER, CLIENT OR EMPLOYEE OF ANY
PREVIOUS EMPLOYER OR TO KEEP CONFIDENTIAL ANY INFORMATION, KNOWLEDGE OR DATA
ACQUIRED BY YOU IN CONFIDENCE OR IN TRUST.
IF AT ANY TIME IT BECOMES APPARENT
THAT THERE MAY BE SUCH RESTRICTIONS OR IF ANY CLAIMS ARE MADE OR THREATENED WITH
REGARD TO YOU AND YOUR EMPLOYMENT, THEN THE COMPANY RESERVES THE RIGHT TO
TERMINATE THIS AGREEMENT FORTHWITH (WITHOUT THE COMPANY INCURRING ANY LIABILITY)
OR TO MAKE SUCH CHANGES TO THE TERMS OF THIS AGREEMENT OR YOUR DUTIES IT
CONSIDERS NECESSARY IN THE CIRCUMSTANCES.
4.
DUTIES
4.1
YOU SHALL BE EMPLOYED IN THE CAPACITY SET OUT
IN CLAUSE 1.1 AND (SUBJECT ALWAYS TO THE DIRECTIONS OF THE BOARD) SHALL CONDUCT
THE DUTIES SET OUT IN CLAUSE 4.2 BELOW TOGETHER WITH SUCH ADDITIONAL DUTIES AS
THE BOARD MAY FROM TIME TO TIME REQUIRE.
IN THE FURTHERANCE OF YOUR DUTIES YOU
MAY ALSO BE REQUIRED TO BE APPOINTED AS AN OFFICER OF ANY COMPANY IN THE GROUP
AND/OR WE MAY REQUIRE YOU TO RESIGN FROM ANY/ALL SUCH OFFICES OF THE COMPANY OR
ANY COMPANY IN THE GROUP.
4.2
DURING THIS AGREEMENT YOU SHALL (WITHOUT
PREJUDICE TO THE GENERALITY OF CLAUSE 4.1) IN THE COURSE OF YOUR DUTIES BE
PRIMARILY RESPONSIBLE FOR BEST BUY EUROPE'S OPERATING ACTIVITIES, INCLUDING
REVENUE AND SALES GROWTH; EXPENSE, COST AND MARGIN CONTROL; AND MONTHLY,
QUARTERLY AND ANNUAL FINANCIAL GOAL MANAGEMENTS AND SHALL:
4.2.1
DILIGENTLY AND FAITHFULLY SERVE BEST BUY
EUROPE AND USE YOUR UTMOST ENDEAVOURS TO PROMOTE ITS INTERESTS AND THOSE OF THE
GROUP;
4.2.2.
IF SO REQUIRED ACT AS A DIRECTOR, OFFICER OR
CONSULTANT TO ANY COMPANY IN THE GROUP;
4.2.3
ABIDE BY YOUR FIDUCIARY DUTIES TO THE
COMPANY AND TO THE GROUP;
4.2.4
NOT DO ANYTHING THAT WOULD CAUSE YOU TO BE
DISQUALIFIED FROM ACTING AS A DIRECTOR;
4.2.5
COMPLY WITH THE ARTICLES OF ASSOCIATION (AS
AMENDED FROM TIME TO TIME) OF ANY COMPANY IN THE GROUP OF WHICH YOU ARE A
DIRECTOR;
4.2.6
REPORT YOUR OWN WRONGDOING AND ANY
WRONGDOING OR PROPOSED WRONGDOING OF ANY OTHER EMPLOYEE OR DIRECTOR OF THE
COMPANY OR THE GROUP TO THE BOARD OR ANY PERSON NOMINATED BY THE BOARD
IMMEDIATELY ON BECOMING AWARE OF IT;
4.2.7
NOTIFY THE COMPANY IMMEDIATELY UPON BEING
CHARGED WITH AND/OR CONVICTED OF ANY CRIMINAL OR CIVIL OFFENCE (OTHER THAN
PARKING FINES);
4.2.8
FULLY DISCLOSE TO THE COMPANY (AND CONTINUE
PROMPTLY AND FULLY TO DO SO THROUGHOUT YOUR EMPLOYMENT) ANY RELATIONSHIP BETWEEN
YOU AND AN OFFICER, DIRECTOR, EMPLOYEE OR CONSULTANT OF A RESTRICTED BUSINESS,
CUSTOMER, SUPPLIER, NETWORK SUPPLIER OR COMPANY IN