Non-Employee Director Compensation Policy (2005–2006)

Summary

This document outlines the compensation policy for non-employee members of the Board of Directors, as approved on December 6, 2005. It specifies the annual fees and meeting attendance fees for fiscal years 2005 and 2006, including increased annual fees for 2006 and additional payments for attending board and committee meetings. The policy also details extra compensation for the Audit Committee Chairperson and Lead Director. The agreement ensures non-employee directors are compensated for their service and participation in board activities.

EX-10.20 4 tc71790ex1020.htm EXHIBIT 10.20

EXHIBIT 10.20

COMPENSATION FOR NON-EMPLOYEE DIRECTORS

On December 6, 2005, the Board of Directors approved a change to the fees payable to Board members who are not employees of the Company for services rendered as a director. The fee structure for fiscal 2005 and the revised fee structure for fiscal 2006 are as follows:

	Fiscal 2005		Fiscal 2006

Annual fee	$	20,000	$	25,000
Attendance at each Board of Directors meeting	$	1,250	$	1,250
Audit Committee Chairperson Fee for each Audit Committee meeting attended	$	1,000	$	1,000
Lead Director Fee for each Board of Directors meeting attended	$	1,000	$	1,000
Attendance at a Committee Meeting on a date other than a regularly scheduled Board or Committee meeting date	$	1,000	$	1,000