Director Compensation Resolution Effective January 1, 2003

Summary

This resolution, effective January 1, 2003, sets the compensation for outside directors of the corporation. Outside directors will receive an annual retainer of $24,000, with additional annual fees for the vice chair ($15,000), audit committee chair ($5,000), and other committee chairs ($3,000). Directors and committee members will also receive $1,200 for each board or committee meeting attended. All reasonable expenses related to attending meetings or conducting corporate business will be reimbursed.

EX-10.(I) 4 dex10i.htm COMPENSATION OF DIRECTORS Compensation of Directors

Exhibit (10)(i)

COMPENSATION OF DIRECTORS

December 5, 2002

WHEREAS, Article IV, Section 10 of the corporation’s By-Laws states: “The board of directors shall have the authority to fix the compensation of directors.”;

NOW, THEREFORE, BE IT RESOLVED, that effective January 1, 2003, the compensation of the outside directors of this corporation shall be:

An annual retainer fee in the sum of $24,000, irrespective of attendance at meetings of the board of directors; and

In addition, an annual retainer fee for the vice chair in the sum of $15,000, irrespective of attendance at meetings of the board of directors; and

An annual retainer fee in the sum of $5,000 for the chair of the audit committee, irrespective of attendance at committee meetings; and

In addition, an annual retainer fee in the sum of $3,000 for the chairs of the board’s other standing committees, irrespective of attendance at committee meetings; and

An additional fee in the sum of $1,200 for each meeting of the board of directors attended; and

An additional fee for committee members in the sum of $1,200 for each meeting of a committee of the board of directors attended; and

Reimbursement for all expenses incidental to attendance at a meeting of the board of directors or a meeting of a committee of the board of directors, and for any other expense incurred on behalf of the corporation.