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As Of Filer Filing For·On·As Docs:Size 3/13/15 Target Corp 10-K 1/31/15 127:20M |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 996K
2: EX-10.AA Material Contract HTML 38K
3: EX-10.G Material Contract HTML 281K
4: EX-10.HH Material Contract HTML 72K
5: EX-10.R Material Contract HTML 77K
6: EX-10.S Material Contract HTML 193K
7: EX-10.V Material Contract HTML 62K
8: EX-10.W Material Contract HTML 65K
9: EX-10.X Material Contract HTML 66K
10: EX-10.Y Material Contract HTML 63K
12: EX-21 Subsidiaries List HTML 29K
13: EX-23 Consent of Experts or Counsel HTML 32K
14: EX-24 Power of Attorney HTML 72K
11: EX-12 Statement re: Computation of Ratios HTML 41K
15: EX-31.A Certification -- §302 - SOA'02 HTML 36K
16: EX-31.B Certification -- §302 - SOA'02 HTML 36K
17: EX-32.A Certification -- §906 - SOA'02 HTML 31K
18: EX-32.B Certification -- §906 - SOA'02 HTML 31K
89: R1 Document and Entity Information HTML 59K
70: R2 Consolidated Statements of Operations HTML 130K
85: R3 Consolidated Statements of Comprehensive Income HTML 52K
94: R4 Consolidated Statements of Comprehensive Income HTML 38K
(Parenthetical)
117: R5 Consolidated Statements of Financial Position HTML 146K
73: R6 Consolidated Statements of Financial Position HTML 58K
(Parenthetical)
84: R7 Consolidated Statements of Cash Flows HTML 185K
64: R8 Consolidated Statements of Cash Flows HTML 33K
(Parenthetical)
54: R9 Consolidated Statements of Shareholders' HTML 115K
Investment
119: R10 Consolidated Statements of Shareholders' HTML 37K
Investment (Parenthetical)
96: R11 Summary of Accounting Policies HTML 39K
95: R12 Revenues HTML 34K
102: R13 Cost of Sales and Selling, General and HTML 37K
Administrative Expenses
103: R14 Consideration Received from Vendors HTML 33K
100: R15 Advertising Costs HTML 41K
104: R16 Canada Exit HTML 102K
86: R17 Credit Card Receivables Transaction HTML 45K
91: R18 Fair Value Measurements HTML 77K
98: R19 Cash Equivalents HTML 36K
127: R20 Inventory HTML 36K
112: R21 Other Current Assets HTML 40K
79: R22 Property and Equipment HTML 48K
97: R23 Other Noncurrent Assets HTML 41K
82: R24 Goodwill and Intangible Assets HTML 67K
44: R25 Accounts Payable HTML 32K
113: R26 Accrued and Other Current Liabilities HTML 48K
123: R27 Commitments and Contingencies HTML 60K
59: R28 Notes Payable and Long-Term Debt HTML 69K
58: R29 Derivative Financial Instruments HTML 82K
62: R30 Leases HTML 73K
63: R31 Income Taxes HTML 98K
65: R32 Other Noncurrent Liabilities HTML 42K
33: R33 Share Repurchase HTML 42K
110: R34 Share-Based Compensation HTML 111K
77: R35 Defined Contribution Plans HTML 60K
80: R36 Pension and Postretirement Health Care Plans HTML 341K
49: R37 Accumulated Other Comprehensive Income HTML 55K
126: R38 Segment Reporting HTML 81K
25: R39 Subsequent Event HTML 32K
67: R40 Quarterly Results (Unaudited) HTML 219K
116: R41 Summary of Accounting Policies (Policies) HTML 137K
46: R42 Advertising Costs (Tables) HTML 41K
57: R43 Canada Exit (Tables) HTML 79K
61: R44 Credit Card Receivables Transaction (Tables) HTML 40K
71: R45 Fair Value Measurements (Tables) HTML 74K
32: R46 Other Current Assets (Tables) HTML 40K
53: R47 Property and Equipment (Tables) HTML 47K
27: R48 Other Noncurrent Assets (Tables) HTML 41K
115: R49 Goodwill and Intangible Assets (Tables) HTML 62K
45: R50 Accrued and Other Current Liabilities (Tables) HTML 48K
111: R51 Commitments and Contingencies (Tables) HTML 44K
50: R52 Notes Payable and Long-Term Debt (Tables) HTML 73K
68: R53 Derivative Financial Instruments (Tables) HTML 75K
26: R54 Leases (Tables) HTML 68K
30: R55 Income Taxes (Tables) HTML 97K
60: R56 Other Noncurrent Liabilities (Tables) HTML 41K
37: R57 Share Repurchase (Tables) HTML 39K
120: R58 Share-Based Compensation (Tables) HTML 104K
75: R59 Defined Contribution Plans (Tables) HTML 57K
101: R60 Pension and Postretirement Health Care Plans HTML 359K
(Tables)
52: R61 Accumulated Other Comprehensive Income (Tables) HTML 51K
55: R62 Segment Reporting (Tables) HTML 76K
108: R63 Quarterly Results (Unaudited) (Tables) HTML 219K
105: R64 Summary of Accounting Policies (Details) HTML 32K
78: R65 Revenues (Details) HTML 39K
107: R66 Advertising Costs (Details) HTML 38K
51: R67 Canada Exit (Details) HTML 185K
83: R68 Credit Card Receivables Transaction (Details) HTML 69K
122: R69 Fair Value Measurements (Details) HTML 71K
29: R70 Fair Value Measurements (Details 2) HTML 43K
43: R71 Cash Equivalents (Details) HTML 38K
69: R72 Inventory (Details) HTML 32K
35: R73 Other Current Assets (Details) HTML 47K
125: R74 Property and Equipment (Details) HTML 56K
47: R75 Other Noncurrent Assets (Details) HTML 44K
38: R76 Goodwill and Intangible Assets (Details) HTML 87K
42: R77 Accounts Payable (Details) HTML 34K
31: R78 Accrued and Other Current Liabilities (Details) HTML 65K
34: R79 Commitments and Contingencies (Details) HTML 99K
92: R80 Notes Payable and Long-Term Debt (Details) HTML 67K
40: R81 Notes Payable and Long-Term Debt (Details 2) HTML 89K
121: R82 Notes Payable and Long-Term Debt (Details 3) HTML 50K
66: R83 Derivative Financial Instruments (Details) HTML 114K
99: R84 Leases (Details) HTML 156K
106: R85 Income Taxes (Details) HTML 198K
39: R86 Other Noncurrent Liabilities (Details) HTML 48K
41: R87 Share Repurchase (Details) HTML 59K
118: R88 Share-Based Compensation (Details) HTML 219K
36: R89 Defined Contribution Plans (Details) HTML 90K
93: R90 Pension and Postretirement Health Care Plans HTML 284K
(Details)
88: R91 Pension and Postretirement Health Care Plans HTML 287K
(Details 2)
109: R92 Pension and Postretirement Health Care Plans HTML 69K
(Details 3)
87: R93 Pension and Postretirement Health Care Plans HTML 55K
(Details 4)
74: R94 Accumulated Other Comprehensive Income (Details) HTML 84K
114: R95 Segment Reporting (Details) HTML 101K
72: R96 Segment Reporting (Details 2) HTML 52K
48: R97 Subsequent Event (Details) HTML 33K
81: R98 Quarterly Results (Unaudited) (Details) HTML 155K
76: R99 Quarterly Results (Unaudited) (Details 2) HTML 66K
124: XML IDEA XML File -- Filing Summary XML 181K
28: EXCEL IDEA Workbook of Financial Reports XLSX 364K
56: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 2.97M
19: EX-101.INS XBRL Instance -- tgt-20150131 XML 4.42M
21: EX-101.CAL XBRL Calculations -- tgt-20150131_cal XML 383K
22: EX-101.DEF XBRL Definitions -- tgt-20150131_def XML 785K
23: EX-101.LAB XBRL Labels -- tgt-20150131_lab XML 2.88M
24: EX-101.PRE XBRL Presentations -- tgt-20150131_pre XML 1.44M
20: EX-101.SCH XBRL Schema -- tgt-20150131 XSD 300K
90: ZIP XBRL Zipped Folder -- 0000027419-15-000012-xbrl Zip 390K
| TGT_Exhibit_10HH_10-K_FY2014 |
1. | Definitions. The following terms shall have the following meanings for all purposes of this Agreement: |
2. | Agreement to Lease. Operator agrees to lease the Aircraft to Lessee from time to time on an “as needed and as available” basis, and to provide a fully qualified flight crew for all Lessee’s flights, in accordance with the terms and conditions of this Agreement. Nothing contained herein shall obligate or entitle Lessee to any minimum usage of the Aircraft. |
3. | Term and Termination. The
initial term of this Agreement shall commence on the Effective Date and continue for a period of one year. Thereafter, this Agreement shall renew for additional and successive one year periods, until terminated as provided below. For purposes of this Agreement “Term” means the initial term and all successive one year renewal periods until this Agreement is terminated as provided below. This Agreement may be terminated by either Party at any time upon thirty (30) days prior written notice to the other Party, and this Agreement shall terminate automatically: (i) upon a final determination that there has been a total loss of all of the Aircraft; and (ii) on the date that Lessee ceases to be employed by Target Corporation or any of its affiliated companies, whether as a result of resignation, retirement, death or other termination. |
4. | Applicable
Regulations. The Parties hereto intend that this Agreement shall constitute, and this Agreement shall be interpreted as, a Time Sharing Agreement as defined in Section 91.501(c)(1) of the FAR. The Parties agree that for all flights under this Agreement, the Aircraft shall be operated under the pertinent provisions of Subpart F of Part 91 of the FAR. If any provision of this Agreement is determined to be inconsistent with any of the requirements of the provisions of Subpart F of Part 91 of the FAR, such provision shall be deemed amended in any respect necessary to bring it into compliance with such requirements. |
5. | Non-Exclusivity.
Lessee acknowledges that the Aircraft is leased to Lessee hereunder on a non-exclusive basis, and that the Aircraft will also be subject to use by Operator, and may also be subject to non-exclusive leases and lease to others during the Term. |
6. | Flight Charges. For each flight (as defined below) conducted under this Agreement, Operator shall keep a log of the flight, and Lessee shall pay Operator the sum of the expenses of operating such flight to the extent prescribed by FAR 91.501(d) or any successor provision (i.e. which shall not exceed the sum of the expenses set forth in subsections 6.1 - 6.10 below). For purposes of this Agreement, “flight”
means a flight from a departure point to a single destination. |
6.1 | fuel, oil, lubricants, and other additives; |
6.2 | travel expenses of the crew, including food, lodging and ground transportation; |
6.3 | hangar and tie down costs away from the Aircraft’s Operating Base; |
6.4 | insurance
obtained for the specific flight; |
6.5 | landing fees, airport taxes and similar assessments; |
6.6 | customs, foreign permit, and similar fees directly related to the flight; |
6.7 | in-flight food and beverages; |
6.8 | passenger
ground transportation; |
6.9 | flight planning and weather contract services; and |
6.10 | an additional charge equal to 100% of the expenses listed in Section 6.1. |
7. | Invoices and Payment. Operator will initially pay all expenses related to the operation of the Aircraft when and as such expenses are incurred, provided that within thirty (30) days after the last day of any calendar month during which any flight for the account of Lessee has been conducted, Operator shall provide an invoice to Lessee for an amount determined in accordance with Section 6 above; provided that with regard to expenses that remain indeterminable as of the date of any invoice, such expenses shall be included in the next regularly-provided invoice after such expenses have been determined. Lessee shall remit the full amount of any such invoice,
together with any applicable Taxes under Section 8, to Operator promptly within thirty (30) days following Lessee’s receipt of the invoice date. Payment shall be made in the form of a check payable to “Target Corporation” at the following address: |
8. | Taxes. Lessee shall be responsible for, shall indemnify and hold harmless Operator against, any Taxes which may be assessed or levied as a result of the lease of the Aircraft to Lessee, or the use of the Aircraft by Lessee, including without limitation, any “federal excise tax” or “FET” imposed under Internal Revenue Code §4261 resulting from Lessee’s (or his guests’) use of the Aircraft under this
Agreement. Lessee shall remit to Operator all such Taxes together with each payment made pursuant to Section 7. |
9. | Scheduling Flights. Lessee shall submit requests for flight time and proposed flight schedules to the Operator as far in advance of any given flight as reasonably possible. Lessee shall provide at least the following information for each proposed flight as far in advance as reasonably possible prior to scheduled departure: departure airport; destination airport; date and time of departure; the names of all passengers; the nature and extent of luggage and/or cargo to be carried; the date and time of return flight, if any; and any other information concerning the proposed flight that may be pertinent or required
by Operator or Operator’s flight crew. |
10. | Title and Registration. Operator has exclusive legal and equitable title to the Aircraft. Lessee acknowledges that title to the Aircraft shall remain vested in Operator. Lessee undertakes, to the extent permitted by Applicable Law, to do all such further acts, deeds, assurances or things as may be necessary or desirable, in Operator’s reasonable opinion, to protect or preserve Operator’s title to the Aircraft. |
11. | Aircraft Maintenance. Operator
shall be solely responsible for maintenance, preventive maintenance and required or otherwise necessary inspections of the Aircraft, and shall take such requirements into account in scheduling the Aircraft. No period of maintenance, preventative maintenance, or inspection shall be delayed or postponed for the purpose of scheduling the Aircraft, unless said maintenance or inspection can be safely conducted at a later time in compliance with all Applicable Law, and within the sound discretion of the Pilot in Command. |
12. | Flight Crews. Operator shall provide, at its sole cost, to Lessee a qualified flight crew for each flight conducted in accordance with this Agreement. The members of the flight crew may be either employees or
independent contractors of Operator. In either event, the flight crew shall be and remain under the exclusive command and control of Operator in all phases of all flights conducted hereunder. |
13. | OPERATIONAL CONTROL. THE PARTIES EXPRESSLY AGREE THAT OPERATOR SHALL HAVE AND MAINTAIN SOLE OPERATIONAL CONTROL OF THE AIRCRAFT AND EXCLUSIVE POSSESSION, COMMAND AND CONTROL |
14. | Authority of Pilot In Command. Notwithstanding that Operator shall have Operational Control of the Aircraft during any flight conducted pursuant to this Agreement, Operator and Lessee expressly agree that the Pilot in Command, in his or her sole discretion, may terminate any flight, refuse to commence any flight, or take any other flight-related action which in the judgment of the Pilot in Command is necessary to ensure the safety of the Aircraft, the flight crew, the passengers, and persons and property on the
ground. The Pilot in Command shall have final and complete authority to postpone or cancel any flight for any reason or condition that in his or her judgment would compromise the safety of the flight. No such action of the Pilot in Command shall create or support any liability of Operator to Lessee for loss, injury, damage or delay. |
15. | Passengers and Baggage. Lessee may carry on the Aircraft on all flights under this Agreement such passengers and baggage/cargo as Lessee in its sole but reasonable discretion shall determine; provided, however, that the passengers to be carried on such flights shall be limited to those permitted under the pertinent provisions of Part 91 of the FAR, and that the number of such passengers shall
in no event exceed the number of passenger seats legally available in the Aircraft and the total load, including fuel and oil in such quantities as the Pilot in Command shall determine to be required, shall not exceed the maximum allowable load for the Aircraft. |
16. | Prohibited Items. Lessee shall not cause or permit to be carried on board the Aircraft, and shall not cause or permit any passenger to carry on board the Aircraft, any contraband, prohibited dangerous goods, or prohibited controlled substances on the Aircraft at any time. |
17. | Force
Majeure. Operator shall not be liable for delay or failure to furnish the Aircraft and/or flight crew pursuant to this Agreement when such failure is caused by government regulation or authority, mechanical difficulty, war, civil commotion, strikes or labor disputes, weather conditions, acts of God or other unforeseen or unanticipated circumstances. |
18. | Lessee Representations and Warranties. Lessee represents and warrants that: |
18.1 | Lessee will use the Aircraft solely for and on account
of his own personal use, and will not use the Aircraft for the purpose of providing transportation of passengers or cargo for compensation or hire. |
18.2 | Lessee shall refrain from incurring any mechanic’s or other lien in connection with inspection, preventative maintenance, maintenance or storage of the Aircraft, |
whether permissible or impermissible under this Agreement, nor shall
there be any attempt by Lessee to convey, mortgage, assign, lease, sublease, or any way alienate the Aircraft or create any kind of lien or security interest involving the Aircraft or do anything or take any action that might mature into such a lien. |
18.3 | During the Term of this Agreement, Lessee will abide by and conform to all Applicable Laws, governmental and airport orders, rules and regulations, as shall from time to time be in effect relating in any way to the use of the Aircraft by a time sharing lessee. |
19. | No Assignments.
Neither this Agreement nor any Party’s interest herein shall be assignable to any other party whatsoever. |
20. | Modification. This Agreement may not be modified, altered, or amended except by written agreement executed by both Parties. |
21. | Notices. All notices and other communications under this Agreement shall be in writing (except as otherwise permitted herein) and shall be given (and shall be deemed to have been duly given upon receipt or refusal to accept receipt) by personal delivery,
by first class mail properly addressed and postage prepaid or by a reputable overnight courier service, addressed as follows: |
If to Lessee: |
If
to Operator: | Target Corporation |
22. | Entire Agreement. This Agreement constitutes the entire agreement of the Parties as of the Effective Date and supersedes all prior or independent, oral or written agreements, understandings, statements, representations, commitments, promises, and warranties made with respect to the subject matter of this Agreement. |
23. | Prohibited or Unenforceable Provisions. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction
shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibitions or unenforceability in any jurisdiction. To |
24. | Governing Law. This Agreement has been negotiated and delivered in the State of Minnesota and shall in all respects
be governed by, and construed in accordance with, the laws of the State of Minnesota, including all matters of construction, validity and performance, without giving effect to its conflict of laws provisions. |
25. | DISCLAIMER. THE AIRCRAFT IS BEING LEASED BY THE OPERATOR TO THE LESSEE HEREUNDER ON A COMPLETELY “AS IS, WHERE IS,” BASIS, WHICH IS ACKNOWLEDGED AND AGREED TO BY THE LESSEE. THE WARRANTIES AND REPRESENTATIONS SET FORTH IN THIS AGREEMENT ARE EXCLUSIVE AND IN LIEU OF ALL OTHER REPRESENTATIONS OR WARRANTIES WHATSOEVER, EXPRESS OR IMPLIED, AND OPERATOR HAS NOT MADE AND SHALL NOT BE CONSIDERED OR DEEMED TO HAVE MADE (WHETHER BY VIRTUE OF HAVING LEASED THE AIRCRAFT UNDER THIS AGREEMENT, OR HAVING ACQUIRED THE AIRCRAFT,
OR HAVING DONE OR FAILED TO DO ANY ACT, OR HAVING ACQUIRED OR FAILED TO ACQUIRE ANY STATUS UNDER OR IN RELATION TO THIS AGREEMENT OR OTHERWISE) ANY OTHER REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WITH RESPECT TO THE AIRCRAFT OR TO ANY PART THEREOF, AND SPECIFICALLY, WITHOUT LIMITATION, IN THIS RESPECT OPERATOR DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES CONCERNING THE TITLE, AIRWORTHINESS, VALUE, CONDITION, DESIGN, MERCHANTABILITY, COMPLIANCE WITH SPECIFICATIONS, CONSTRUCTION AND CONDITION OF THE AIRCRAFT, OR FITNESS FOR A PARTICULAR USE OF THE AIRCRAFT AND AS TO THE ABSENCE OF LATENT AND OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE, AND AS TO THE ABSENCE OF ANY INFRINGEMENT OR THE LIKE, HEREUNDER OF ANY PATENT, TRADEMARK OR COPYRIGHT, AND AS TO THE ABSENCE OF OBLIGATIONS BASED ON STRICT LIABILITY IN TORT, OR AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP OF THE AIRCRAFT OR ANY PART THEREOF OR ANY OTHER REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS
OR IMPLIED (INCLUDING ANY IMPLIED WARRANTY ARISING FROM A COURSE OF PERFORMANCE OR DEALING OR USAGE OF TRADE), WITH RESPECT TO THE AIRCRAFT OR ANY PART THEREOF. LESSEE HEREBY WAIVES, RELEASES, DISCLAIMS AND RENOUNCES ALL EXPECTATION OF OR RELIANCE UPON ANY SUCH AND OTHER WARRANTIES, OBLIGATIONS AND LIABILITIES OF OPERATOR AND RIGHTS, CLAIMS AND REMEDIES OF LESSEE AGAINST OPERATOR, EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE, INCLUDING BUT NOT LIMITED TO (I) ANY IMPLIED WARRANTY OF MERCHANTABILITY OF FITNESS FOR ANY PARTICULAR USE, (II) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE, (III) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF |
26. | COUNTERPARTS. This Agreement may be executed by the Parties hereto in two (2) or more separate counterparts, each and all of which when so executed and delivered shall be an original, and all of which shall together constitute but one and the same instrument. |
27. | TRUTH IN LEASING. |
Type of Aircraft | U.S. Registration Number | Manufacturer
Serial Number |
Cessna Citation X | N484T | 750-0199 |
Cessna Citation X | N585T | 750-0197 |
Cessna Citation X | N686T | 750-0211 |
Gulfstream G550 | N383T | 5007 |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/13/24 Target Corp. 10-K 2/03/24 131:11M 3/08/23 Target Corp. 10-K 1/28/23 127:12M 3/09/22 Target Corp. 10-K 1/29/22 124:11M 3/10/21 Target Corp. 10-K 1/30/21 130:12M |