Non-Employee Director Compensation Program Effective January 1, 2008

Summary

This agreement outlines the compensation program for non-employee directors of the company, effective January 1, 2008. It specifies annual cash fees for board and committee service, with higher amounts for chairpersons. Additionally, non-employee directors receive stock options: new directors are granted options for 16,000 shares, while ongoing directors receive annual options for 10,000 shares, all vesting quarterly over three years. The program also includes a special grant for current directors as of January 2, 2008. The agreement sets out the structure and terms of director compensation.

EX-10.8 2 b68194ipexv10w8.htm EX-10.8 NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM EFFECTIVE JANUARY 1, 2008 exv10w8

Exhibit 10.8

Non-employee Director Compensation Program
Effective January 1, 2008

Cash Fees


	Member		Chairman
	Annual Fee		Annual Fee
Board of Directors	$	35,000	$	60,000
Audit Committee	$	7,000	$	15,000
Compensation Committee	$	5,000	$	10,000
Nominating and Corporate Governance Committee	$	3,500	$	7,500

Equity Fees

Each new non-employee director will receive an option to purchase 16,000 shares of the Company’s Common Stock at the fair market value on the date of grant, and each ongoing director will receive an annual grant following the annual meeting to purchase 10,000 shares of the Company’s Common Stock at the fair market value of the Common Stock on the date of grant. All options under the director compensation program will vest quarterly over three years.

Effective, January 2, 2008, all currently serving non-employee directors will receive an option to purchase 16,000 shares of the Company’s common stock at an exercise price equal to the closing price of the Company’s Common Stock on the NASDAQ Global Market on January 2, 2008. All options will vest quarterly over three years.