Compensation Committee

A. Purpose
B. Size, Composition and Term of Appointment
C. Meetings
D. Authority/Oversight by the Board of Directors
E. Outside Advisors/Funding
F. Responsibilities and Duties

For approval by Board of Directors November 15, 2012

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Committee Members

Chair Bruce C. Edwards
Committee Member Jane Li
Committee Member Glen M. Antle
Committee Member Dr. Carmelo J. Santoro