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Board of
Directors
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Bob
Licht
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June 19,
2009
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Director Fees
and Expenses
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The following
is a summary of the retainers and meeting fees payable to directors
effective July 1, 2009.
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Board
retainer
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additional
annual retainer for chair of Finance and Audit Committee
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additional
annual retainer for members of Finance and Audit Committee (other
than Chair)
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additional
annual retainer for chairs of Corporate Governance Committee,
Compensation and Management Development Committee and Transaction
Committee
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additional
annual retainer for Chairman of the Board
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Annual
retainers will be paid in four equal quarterly
installments.
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each Board
meeting attended (in person or by videoconference)
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each Board
meeting attended (by teleconference)
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each committee
meeting attended (in person or by teleconference)
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Meeting fees
will be paid for attendance at formal meetings of the Board or its
committees, i.e., those for which meeting minutes are prepared.
Meeting fees will not be paid for informal gatherings of
directors.
Special
Service Fee (extraordinary)
The special
service fee is for a full day of service, excluding services (and
travel) relating to Board or committee meetings, at the request of
the Board or the Company and which involves extensive travel by a
director. It is expected that situat
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